343.0774095 
M582 

•HMH 

Laws  and  Charters  in  Michigan,  Indiana, 
-a«d  Illinois  under  which  the  Michigan 
Central  Road  ...[was]  constructed.  1856 


LI  B  RAR.Y 

OF  THL 

U  N  I  VERS  ITY 
OF    ILLINOIS 


1LIWOIS  HISTORICAL  SURVEY 


LAWS  AND  CHARTERS 


i  isr 


MICHIGAN  CENTRAL  ROAD, 


ITS 


CONNECTIONS  WITH  CHICAGO, 


HAVE  BEEN  CONSTRUCTED, 


Detroit: 

W.   F.   STOREY,   FREE   RRESS  OFFICE, 

1856. 


CHARTER 

OF  THE 


icjjigan  Central  1 


AN    ACT 

7b  authorize  the  sale  of  the   Central   Rail  Road,  and  to 
incorporate  the  Michigan  Central  Hail  Road  Company. 

SECTION  1.  Be  it  enacted  Tnj  the  Senate  and  Souse  of  Re- 
presentatives of  the  State  of  Michigan,  That  William  Stur-  corporate 
gess,  John  Elliott  Thayer,  Alexander  Duncan,  "William  F. 
Weld,  Josiah  Quincey,  Jr.,  David  A.  Neall,  John  Bryant, 
James  K.  Mills,  Erastus  Corning,    Thomas    H.   Perkins, 
John  P.  Gushing,  George  Griswold,  John  M.  Forbes,  R.  B. 
Forbes,  Dudley  L.  Pickman,  John  W.  Brooks,  Cyrus  Butler, 
Moses  B.  Ivcs,  Eobert  H.  Ives,  Edward  King,  John  Carter 
Brown,  Thomas  H.  Perkins,  Jr.,  Marcus  T.  .Reynolds,  Garret 
Y.  Lansing,  John  Townsend,  Rufus  H.  King,  and  such  other 
persons  as  shall  associate  with  them  for  that  purpose,  are 
hereby  made  and  constituted  a  body  corporate  and  politic, 
~by  the  name  and  style  of  "The  Michigan  Central  Kail  Road 
"^Company,"  with  perpetual  succession,  and  by  that  name 
shall  be  capable,  in  law,j  of  taking,  purchasing,  holding, 
,  leasing,  selling  and  conveying  estates  and  property,  whether 
."<  real,  personal  or  mixed,  so  far  as  the  same  may  be  necessary 
7  for  the  purposes  hereinafter  mentioned,  and  no  farther ;  and 
J,  in  their  corporate  name  may  sue  and  be  sued,  and  in  case  of 


2  CHARTER. 

judgment  against  them,  they  shall  pay  full  costs ;  may  have 
a  common  seal,  which  they  may  alter  or  renew  at  pleasure, 
and  may  have  and  exercise  all  powers,  rights,  privileges  and 
immunities  which  are  or  may  be  necessary  to  carry  into 
effect  the  purposes  and  objects  of  this  act,  as  the  same  are 
hereinafter  set  forth:  Provided^  That  nothing  in  this  act  con- 
tained shall  extend  or  be  construed  to  authorize  the. said 

Not  to  Bank,  company  to  carry  on  the  business  of  banking,  brokerage,  or 
any  other  business  except  what  properly  belongs  to  a  rail 
road  and  transportation  company,  as  hereinafter  provided. 

Purchase  of  SEC.  2.  The  said  Company,  within  six  months  after  the 
passage  of  this  act,  shall  have  the  right  to  purchase  and  take 
from  the  State,  and  the  State  will  sell  and  grant  to  said  Com- 
pany all  the  right,  title  and  interest  of  the  State  in  and  to 
the  Central  Bail  Road,  and  all  its  appurtenances,  including 
all  machine  shops  and  other  buildings,  and  stock  and  mate- 
rials upon  said  road,  of  whatever  name  or  kind,  and  all  lands 
or  rights  of  way  which  the  State  has  or  may  have  acquired 
in  connection  with  said  Bail  Road,  (saving  only  to  the  State 
the  building  in  which  is  now  kept  the  Auditor  General  and 
State  Treasurer's  offices,  and  the  lot  of  land  on  which  it  is 
situate,  being  the  same  land  and  premises  described  in  a 
certain  deed  of  lease  for  a  term  of  nine  hundred  and  ninety- 
nine  years,  executed  by  the  Association  for  Promoting  Fe- 
male Education  in  Detroit,  to  the  Regents  of  the  University 
of  Michigan,  bearing  date  March  thirtieth,  in  the  year 
eighteen  hundred  and  forty -three,)  for  the  price  or  sum  of 

Price.  two  millions  of  dollars;  of  which  the  sum  of  five  hundred 
thousand  dollars  shall  be  paid  by  the  said  Company,  at  the 

First  pay-  State  Treasury,  to  the  State  Treasurer,  within  six  months 
after  the  passage  of  this  act;  of  which  sum  such  portion  of 
the  one  hundred  and  fifty  thousand  dollars  now  owing  by  the 
State  for  iron,  spikes  and  hardware,  procured  for  the  pur- 
purpose  of  its  rail  roads,  as  shall  remain  unpaid  at  the 
time  prescribed  for  the  payment  of  said  five  hundred  thou- 
sand dollars,  shall  be  paid  by  the  Company,  either  in  money 


CHARTER.  3 

or  in  the  bonds  executed  for  the  payment  of  the  money  so 
due,  and  the  further  sum  of  one  hundred  and  five  thousand 
dollars,  part  of  said  sum  of  five  hundred  thousand  dollars, 
shall  be  paid  in  money  or  in  the  coupons  of  the  bonds  desig- 
nated in  section  four  of  this  act  as  first  class,  which  coupons  coupons, 
fall  due  on  the  first  day  of  January  and  first  day  of  July, 
eighteen  hundred  and  forty-six,  and  the  residue  of  said  five 
hundred  thousand  dollars  to  be  paid  as  hereinafter  provided: 
and  thereupon  the  said  Company  shall  immediately  there- 
after be  put  into  and  be  entitled  to  the  possession  of  said  rail  Possession  on 

first  payment 

road  and  its  appurtenances,  including  all  lands,  machine 
shops  and  other  buildings,  (saving  as  aforesaid)  and  except 
also,  that  any  person  who  may  own  any  building  upon  land 
belonging  to  the  State  on  the  line  of  the  Central  Rail  Road, 
which  land  may  be  transferred  to  said  Company  under  this 
act,  may  dispose  of  or  take  away  such  building  within  three 
months  after  such  transfer;  and  their  furniture  and  all  stock 
and  materials  upon  said  Rail  Road,  of  whatever  name  or 
kind.  And  if,  within  one  year  from  the  payment  of  the  said  second  paj- 
five  hundred  thousand  dollars,  the  said  Company  shall  pay 
to  the  State  the  further  sum  of  one  million  and  five  hundred 
thousand  dollars,  with  interest  on  the  same,  at  the  rate  of 
six  per  cent,  per  annum,  to  be  computed  from  the  time  when 
said  first  mentioned  sum  of  five  hundred  thousand  dollars 
shall  have  been  paid  by  said  Company  to  the  State,  said  sum 
of  one  million  five  hundred  thousand  dollars  and  interest 
thereon,  to  be  paid  at  the  State  Treasury  in  the  manner  pre- 
scribed for  the  payment  of  the  aforesaid  sum  of  five  hundred 
thousand  dollars:  Provided^  That  of  said  sum  of  fifteen  hundred 
thousand  dollars,  the  said  Company  shall  pay  in  cash,  a'sum 
equal  to  six  per  cent,  on  all  the  bonds  mentioned  in  the  fourth 
section  of  this  act  as  first  class,  which  shall  then  remain  out- 
standing, and  which  shall  not  have  been  paid  into  the  State, 
as  hereinafter  provided,  by  said  Company,  or  in  the  coupons  Cou  ong 
of  said  outstanding  bonds  falling  due  first  day  of  January 
and  first  day  of  July,  eighteen  hundred  and  forty-seven,  then, 


CHARTER. 


vesting  of  and  immediately  thereafter,  all  the  right,  title  and  interest  of 
the  State  to  the  Central  Rail  Road  and  all  its  appurtenances, 
including  all  machine  shops,  depots,  and  other  buildings  and 
stock,  upon  the  said  road,  of  whatever  name  or  kind,  and  all 
lands  and  estates,  or  interest  in  land,  and  rights  of  way  which 
the  State  has  or  may  have  acquired  in  connection  with  said 
Rail  Road,  and  for  the  purposes  thereof,  and  which  it  may 
lawfully  convey,  (save  as  aforesaid,)  shall  then  and  thereafter 
vest  in  and  become  the  property  of  said  Company;  but  such 
interest  in  lands  shall  not  extend  to  or  include  any  lands 
granted  to  the  State  by  the  government  of  the  United 
States  for  purposes  of  internal  improvement:  Provided, 
that  nothing  in  this  section  contained  shall  be  construed  as 
rendering  the  State  liable  for  any  defect  or  failure  of  title  in 
and  to  the  property  granted,  or  any  part  thereof. 
Forfeiture  on  SEC.  &'  ^  case  sa>^  company  shall  not,  within  six  months 
erst pea?ment  after  the  passage  of  this  act,  pay  into  the  state  treasury  the 
sum  of  five  hundred  thousand  dollars,  in  manner  provided  in 
the  last  preceding  section,  then  and  in  such  case,  said  Michi- 
gan Central  Railroad  Company  hereby  incorporated,  shall 
immediately  be  and  become  dissolved,  and  shall  henceforward 
neither  have  nor  exercise  any  of  the  rights,  privileges  or  im- 
munities of  a  body  corporate  or  politic  for  any  purpose  what- 
soever; and  in  case  the  Company  shall  pay  into  the  State 
Treasury,  in  manner  aforesaid,  within  six  months  after  the 
passage  of  this  act,  the  sum  of  five  hundred  thousand  dol- 
lars, but  shall  fail  to  pay  into  the  State  Treasury  within 
Forfeiture  on  one  year  after  such  payment  of  five  hundred  thousand 
condpay-  dollars,  the  farther  sum  of  one  million  and  five  hundred 

ment.  ' 

thousand  dollars,  with  interest  on  the  same  at  the  rate  of 
six  per  cent,  per  annum,  to  be  computed  from  the  time 
when  said  first  mentioned  sum  of  five  hundred  thousand  dol- 
lars shall  have  been  paid,  then  and  in  such  case  the  said  five 
hundred  thousand  dollars  so  paid  shall  be  and  become  abso- 
lutely forfeited  to  the  State;  and  all  property  and  estate  of 
whatever  name  or  kind,  which  said  Company  shall  be  seized 
or  possessed  of  or  entitled  to,  shall  immediately  become  for- 
feited to  and  vest  in  thejState  to  all  intents  and  purposes;  and 
the  State  may  immediately  thereafter  take  possession  of  the 


CHARTER.  5 

same,  and  all  corporate  franchises  hereby  granted  shall  then 
and  thereafter  become  and  be  null  and  wholly  revoked;  and 
in  case  the  said  sum  of  one  million  and  five  hundred  thou- 
sand dollars  and  interest,  to  be  computed  as  aforesaid,  shall 
not  be  paid  as  aforesaid,  within  one  year  after  the  payment 
of  the  five  hundred  thousand  dollars  as  aforesaid,  then  the 
State  Treasurer  shall  certify  to  the  fact  of  such  non-payment, 
and  upon  such  certificate  any  justice  of  the  Supreme  Court  ^°c0esssse£sflon 
may  make  an  order,  that  any  writ  or  writs  of  execution  shall 
issue  from  the  Supreme  Court  in  which  the  State  shall  be 
named  as  plaintiff,  and  said  Michigan  Central  Rail  Road 
Company  as  defendant,  and  which  writ  or  writs  may  be  di- 
rected to  any  sheriff  or  sheriffs,  coroner  or  coroners,  within 
this  State.  And  the  said  certificate  with  said  order  endorsed, 
being  filed  in  the  ofiice  of  the  Clerk  of  the  Supreme  Court  in 
any  circuit,  the  said  order  shall  have  the  effect  of  a  judgment 
of  said  court,  and  thereupon  one  or  more  writs  of  habere  fa- 
cias possessionem,  or  other  writs  of  execution,  may  be  issued 
under  the  direction  of  the  Attorney  General,  into  any  county 
or  counties  of  this  State,  and  may  be  made  returnable  into 
said  court  in  the  discretion  of  the  Attorney  General  either  in 
term  time  or  vacation:  and  alias  and  pluries  writs  may  be 
issued,  directed  to  the  sheriffs  or  coroners  of  the  same  or  dif- 
erent  counties,  from  antecedent  writ  or  writs.  And  it  shall 
be  competent  for  the  Supreme  Court,  or  any  justice  thereof, 
upon  application  of  the  attorney  general,  to  prescribe  the 
forms  and  contents  of  any  such  writ  or  writs  to  be  issued  un- 
der this  section;  and  any  writ  of  habere  facias  possessionem, 
to  be  issued  under  this  section,  may  command  the  sheriff  or 
coroner  to  whom  the  same  may  be  directed,  that  he  cause  the 
State  to  have  possession  of  the  Central  Rail  Road,  or  any  por- 
tion thereof,  or  of  any  railroad  which  may  have  been  construct- 
ed or  used  by  said  Company,  or  any  portion  thereof,  and  of 
the  respective  appurtenances  thereunto  belonging,  including 
all  lands,  rights  of  way,  tenements,  depots,  car-houses,  machine 
shops,  and  other  structures  and  edifices  connected  with  said 


6  CHARTER. 

rail  road  or  rail  roads,  or  any  portion  or  portions  of  the  same, 
and  all  stock  of  such  road  or  roads,  or  any  portion  thereof,  in- 
cluding cars,  locomotives  and  tenders,  and  the  furniture  of 
said  road  or  roads,  or  any  portion  thereof;  and  the  Supreme 
Court,  upon  application  of  the  State  by  the  Attorney  General, 
may  make  any  rule  or  rules,  order  or  orders,  which  it  may 
deem  expedient,  the  better  to  carry  out  and  give  effect  to  the 
intent  of  this  section. 

redelvlbteein  SEC.  ^'  ^  an7  payment  of  purchase  money  to  be  made  to 
the  State  by  or  from  said  Company,  the  State  Treasurer  is 
hereby  authorized  and  directed  to  receive,  and  the  said  Com- 
pany may  at  its  option  pay,  except  as  herein  before  provided, 
the  whole  or  any  portion,  in  lawful  money  of  the  United 
States,  or  in  either  of  the  following  classes  of  State  indebted- 
ness, to  wit: 

First,  The  bonds  specified  in  the  first  section  of  an  act 
entitled  an  act  to  liquidate  the  public  debt,  and  to  provide 
for  the  payment  of  interest  thereon,  approved  March  8th, 
eighteen  hundred  and  forty-three,  and  the  interest  bonds 
issued  for  unpaid  interest  on  said  bonds  up  to  July  1st,  eigh- 
teen hundred  and  forty-five,  at  the  sums  mentioned  in  said 
bonds  respectively,  with  the  interest  due  and  unpaid  thereon 
at  the  time  of  the  payment  of  the  same  into  the  treasury. 

/Second,  The  three  million  eight  hundred  and  thirteen  thou- 
sand dollars  of  five  million  loan  and  other  bonds,  delivered 
to  the  United  States  Bank  and  Morris  Canal  and  Banking 
Company,  and  referred  to  in  the  preamble  to  the  sixth  section 
of  the  above  mentioned  act,  at  the  rate  of  four  hundred  and 
three  dollars  and  eighty-eight  cents -on  each  one  thousand 
dollars  of  said  bonds,  for  principal  and  interest  due  thereon, 
the  1st  day  of  January,  1846,  and  adding  for  subsequent  in- 
terest at  the  rate  of  six  per  cent  per  annum  on  three  hundred 
and  two  dollars  and  seventy-three  cents  for  each  thousand 
dollars  of  said  bonds:  Provided,  The  coupons  since  July, 
eighteen  hundred  and  forty-one  shall  remain  attached  thereto. 

Thirdly,  The  stock  issued  in  behalf  of  the  Palmyra  and 


CHARTER. 

Jacksonburg  Rail  Road  Company,  with  the  interest  due  and 
unpaid  thereon. 

Fourthly,  All  warrants  or  other  evidences  of  State  indebt- 
edness, due  or  past  due,  not  comprehended  in  the  previous 
provisions  of  this  section,  except  warrants  drawn  on  the 
Commissioner  of  the  State  Land  Office,  made  payable  in  lands 
only. 

SEC.  5.  The  Michigan  Central  Rail  Road  Company  shall  Power  to 
have  full  power  and  authority  to  locate,  and  from  time  to 
time  to  alter,  change  and  re-locate,  construct  and  re-construct, 
and  fully  to  finish,  perfect  and  maintain  a  railroad,  with  one 
or  more  tracks  :  Provided,  That  said  Company  shall  not  re- 
locate any  portion  of  said  Rail  Road,  so  as  to  change  mate- 
rially the  route  thereof,  after  the  heavy  rail  herein  after  pro- 
vided for  has  been  placed  thereon,  from  some  suitable  point, 
not  more  than  six  thousand  feet  distant  from  the  termination 
of  "Woodward  Avenue,  on  the  Detroit  River,  in  the  city  of  Eastern 
Detroit,  to  pass  through  the  villages  or  towns  of  Ypsilanti, 
Ann  Arbor,  Dexter,  Jackson,  Marshall,  Battle  Creek,  Kala-  R0ute. 
mazoo,  to  some  point  in  the  State  of  Michigan,  on  or  near 
Lake  Michigan,  which  shall  be  accessible  to  steamboats  navi-  We8tern 
gating  said  lake,  and  thence  to  some  point  on  the  southern 
boundary  line  of  the  State  of  Michigan,  and  to  transport,  take 
and  carry  property  and  persons  upon  said  rail  road  or  way, 
by  power  and  force  of  steam,  or  of  animals,  or  of  any  mechan- 
ical or  other  powers,  or  any  combination  of  them  which  said 
Company  may  choose  to  use  or  apply.  And  for  the  purpose 
of  constructing  said  rail  road  or  way,  said  Company  shall 
have  authority  and  power  to  lay  out,  designate  and  establish 
their  road  in  width  not  exceeding  one  hundred  and  fifty  feet,  width  of 
through  the  entire  line  thereof;  and  may  take,  have  and 
appropriate  to  their  use  all  such  lands  so  designated  for  the 
line  or  construction  of  said  road,  upon  first  paying  or  tender- 
ing therefor  such  amount  of  damage  as  shall  have  been  Tender  or 

damage. 

settled  by  appraisal,  in  the  manner  hereinafter  provided,  on 
all  such  lands  as  may  be  taken  westwardly  from  the  village 


g  CHARTER. 

of  Kalamazoo,  or  upon  any  new  track  which  may  be  located 
by  said  Company;  and  for  the  purpose  of  cuttings  and  em- 

Right  to  take  bankments,  and  for  the  obtaining  of  stone,  sand  and  gravel, 
may  take  and  appropriate  as  much  more  of  land  as  may  be 
necessary  for  the  proper  construction  and  security  of  said 
road,  and  for  constructing  shops,  depots,  and  other  proper, 
suitable  and  convenient  fixtures  in  connection  with  and  as 
appurtenances  to  said  rail  road,  may  take,  have,  use  and 

Additional    occupy  any  lands  on  either  side  of  said  rail  road  not  exceed- 

wldth  for  rjJ 


Depots.       ing  two  hundred  feet  in  depth  from  said  rail  road,  the  said 
Company  taking  all  such  lands  as  gifts  or  purchasing  or 
making  satisfaction  for  the  same  in  manner  hereinafter  pro- 
vided.   And  no  rail  road  or  rail  roads  from  the  eastern  or 
NO  eastern  or  southern  boundary  of  the  State,  shall  be  built,  constructed  or 
road  to  come  maintained,  or  shall  be  authorized  to  be  built,  constructed  or 

within  five 

way^co*.  of  maintained  by  or  under  any  law  of  this  State,  any  portion  of 
which  shall  approach  westwardly  of  Wayne  county,  within 
five  miles  of  the  line  of  said  rail  road  as  designated  in  this 
act,  without  the  consent  of  said  Company;  nor  shall  any  rail 
road  or  rail  roads  be  so  authorized  or  constructed,  which 
shall  commence  within  twenty  miles  of  the  city  of  Detroit, 
and  extend  to  Lake  Michigan,  or  the  southern  boundary  line 

Nor  parallel  of  the  State,  and  the  line  of  which  shall,  on  the  average,  run 

Road  within 


twentytmiies  y^hm  twenty  miles  of  the  main  line  of  said  Michigan  Cen- 
tral railroad:  Provided,  That  nothing  herein  contained  shall 
be  construed  to  preclude  or  prevent  the  construction  of  the 
Southern  Eail  Koad  from  Lake  Erie  to  Lake  Michigan,  on 
the  line  therefor,  heretofore  designated  by  the  laws  of  this 
State,  or  any  where  further  southward  than  said  line:  And 
provided  also,  That  this  section  shall  not  be  construed  to 
restrict  or  prevent  the  construction  of  public  roads  or  canals, 
or  rail  roads  or  private  ways,  under,  above  or  across  the  road 
of  said  Company,  when  deemed  expedient,  but  so  as  not  un 
necessarily  to  obstruct  the  same.  But  the  said  Michigan 
,  Central  Kail  Eoad  Company  shall  be  and  are  hereby  re- 

Location  of  • 

quired  to  fix  the  eastern  terminus  and  depot  of  their  road 


CHARTER.  9 

within  the  limits  of  the  city  of  Detroit:  Provided,  The  said 
city  shall  furnish  to  the  Company,  without  charge  or  cost  to 
said  Company,  the  right  of  way  upon  any  of  the  public  streets 
for  their  track,  for  the  passage  of  engines  and  trains  within  said 
limits,  leading  to  said  terminus,  for  which  purpose  the  Com- 
mon Council  of  the  city  of  Detroit  may  grant  the  use  of  the 
public  streets,  imder  such  restrictions  only  as  that  such  streets 
shall  not  be  unnecessarily  obstructed  nor  the  grade  unneces- 
sarily altered  thereby. 

SEC.  6.  The  said  Company,  and  under  their  direction,  their 
agents,  servants  and  workmen,  are  hereby  authorized  and 
empowered  to  enter  into  and  upon  the  lands  and  grounds  of  ^htof 
or  belonging  to  the  State,  or  to  any  person  or  persons,  bodies  vey* 
politic  or  corporate,  and  to  survey  and  take  levels  of  the 
same,  or  any  part  thereof,  and  to  set  out  and  ascertain  such 
parts  as  they  shall  think  necessary  and  proper  for  mak- 
ing said  rail  road,  with  one  or  more  sets  of  tracks  or  rails, 
and  for  all  the  purposes  connected  with  said  rail  road,  for 
which  the  said  Company,  by  the  last  preceding  section,  is 
authorized  to  take,  have  or  appropriate  any  lands,  and  to  fell  TO feii  timber 
and  cut  down  all  timber  and  other  trees,  standing  or  being 
within  one  hundred  feet  on  each  side  of  said  line  of  rail  road, 
the  damages  occasioned  by  the  felling  of  such  trees,  unless 
otherwise  settled,  to  be  assessed  and  paid  in  manner  herein- 
after provided  for  assessing  and  paying  damages  for  land 
taken  for  the  use  of  said  Company;  and,  also,  to  make,  build, 
erect  and  set  up  in  and  upon  the  route  of  said  rail  road,  or 
upon  the  land  adjoining  or  near  the  same,  all  such  works, 
ways,  roads  and  conveniences  as  may  be  requisite  and  con- 
venient for  the  purposes  of  said  rail  road;  and  also,  from 
time  to  time,  to  alter,  repair,  amend,  widen  or  enlarge  theTorepaiIs4c 
same,  or  any  of  the  conveniences  above  mentioned,  as  well 
for  the  carrying  or  conveying  goods,  commodities,  timber  or 
other  things  to  and  upon  the  said  rail  road,  as  the  carrying 
or  conveying  all  manner  of  materials  necessary  for  making, 

erecting,  furnishing,  altering,  repairing,  amending,  widen- 
2 


10  CHARTER. 

ing  or  enlarging  the  works  of  or  connected  with  said  rail 
road,  and  to  contract  or  agree  with  the  owner  or  owners 
thereof,  for  earth,  timber,  gravel,  stone  or  other  materials, 
or  any  articles  whatsoever,  which  may  be  wanted  in  the 
construction  or  repair  of  said  road,  or  any  of  its  works  and 
appurtenances;  and  also,  to  make,  repair,  maintain  and  alter 
any  fences  or  passages  under  or  through  the  said  rail  road, 
or  which  shall  communicate  therewith,  and  to  construct, 
erect  and  keep  in  repair,  any  piers,  arches  or  other  works  in 
and  upon  and  across  any  rivers  or  brooks,  for  making,  using 
or  maintaining  the  said  rail  road  and  side  paths,  and  also  to 
construct,  make  and  do  all  other  matters  and  things  which 
may  be  necessary  and  convenient  for  making,  effecting  and 
preserving,  improving,  completing  and  using  the  said  rail 
road,  in  pursuance  of  and  within  the  true  intent  and  mean- 
ing of  this  act;  they,  the  said  Company,  doing  as  little  dam- 
age as  possible  in  the  execution  of  the  several  powers  to  them 
hereby  granted,  and  making  satisfaction  in  manner  hereinafter 
mentioned,  for  all  damages  to  be  sustained  by  the  owners  or 
occnpiers  of  said  lands,  tenements  and  hereditaments. 
MayreceiTe  SEC.  7.  The  said  Company  shall  have  power  and  authority 

of"aand°Md    to  receive,  take  and  hold  all  such  voluntary  grants  and  dona- 
rights  of  way  J  * 

tions  of  land  and  real  estate,  for  the  purpose  of  said  rail  road, 
as  may  or  shall  be  made  to  said  Company,  to  aid  in  the  con- 
struction, maintenance  and  accommodation  of  said  rail  road; 
and  said  Company  may  contract  and  agree  with  the  owners 
or  occupiers  of  any  lands  upon  which  said  Company  may 
wish  to  construct  the  said  rail  road  or  way,  or  which  said 
Company  may  wish  to  use  or  occupy  for  the  purpose  of  ex- 
cavation, or  of  procuring  stone,  sand,  gravel,  earth,  or  other 
materials  to  be  used  in  embankments,  or  otherwise  in  or 
or  about  the  construction,  repair  or  enjoyment  of  said  rail 
road,  or  which  said  Company  may  wish  to  use  or  occupy 
in  any  manner,  or  for  any  purpose  or  purposes  connected 
with  said  rail  road,  for  which  the  said  Company  is  authorized 
or  empowered  by  this  act  to  take,  have  or  appropriate  any 


CHARTEK. 

lands,  and  to  receive  and  take  grants  and  conveyances  of  any 
or  all  such  lands,  and  of  any  or  all  interests  or  estate  therein, 
to  them  and  their  successors  or  assigns,  in  fee  or  otherwise; 
and  in  case  said  Company  cannot  agree  with  the  owners  or 
occupiers  of  such  lands  as  aforesaid,  so  as  to  procure  the 
same  by  the  voluntary  deed  or  act  of  such  owners  and  occu- 
piers thereof,  or  if  the  owners  or  occupiers,  or  either  or  any  of  ^°s"todab2 

,  /,  .  .  assessed. 

them  be  a  jemme  covert^  under  age,  non  compos  ment^s,  un- 
known or  out  of  the  county  in  which  the  land  or  property 
wanted  may  lie  or  be  situate,  application  may  be  made  to  the 
Circuit  Court  Commissioner  or  either  of  the  associate  judges 
of  such  county  in  which  the  lands  are  situate,  or  a  judge  of 
the  Supreme  Court;  previous  notice  of  such  application  hav- 
ing been  given  to  the  owner  or  occupier  of  the  land  to  be 
taken,  either  by  personal  service  of  such  notice,  ten  days  be- 
fore making  such  application,  or  by  public  advertisement  for 
three  weeks  previous  to  such  application;  in  some  newspaper 
printed  in  the  same  county,  if  there  be  one;  and  if  there  be 
none  so  printed  in  the  same  county,  then  such  notice  to  be 
published  in  a  newspaper  printed  in  an  adjoining  county,  if 
there  be  any  newspaper  printed  in  an  adjoining  county;  and 
if  there  be  no  paper  so  printed  in  an  adjoining  county,  such 
notice  to  be  published  in  the  State  paper,  if  there  be  one; 
and  if  there  be  none,  then  in  some  newspaper  printed  in  the 
city  of  Detroit;  such  notice  to  describe  the  land  proposed  to 
be  taken  by  the  Company,  or  touching  which  damages  are  to 
be  assessed,  by  the  section  and  quarter  section,  or  any  other 
legal  subdivision,  or,  if  in  a  city  or  village,  by  the  section, 
block  and  number  of  the  lot,  or  by  some  other  suitable  and 
proper  description;  and  evidence  of  the  publication  of  such 
notice  may  be  perpetuated  by  an  affidavit  duly  made  by  the 
printer  or  publisher  of  the  newspaper  in  which  such  notice 
was  published;  such  affidavit  to  be  made  within  three  months 
after  the  last  publication  of  such  notice,  shall  be  primafaeie 
evidence  of  the  facts  therein  set  forth ;  and  the  commissioner 
or  judge  to  whom  such  application  shall  be  made,  shall 


}2  CHARTER. 

thereupon  proceed  to  the  office  of  the  clerk  of  said  county, 
and  direct  him  to  draw  twelve  names  from  the  petit  jury  box 
of  the  county,  and  the  clerk  shall  thereupon  draw  twelve 
jury,  names  from  such  box  accordingly;  and  the  said  judge  or 
Circuit  Court  Commissioner,  to  whom  such  application  was 
made,  shall  thereupon  issue  his  warrant,  under  his  hand  and 
seal,  inserting  therein  the  twelve  names  so  drawn  by  the 
clerk;  and  the  twelve  names  so  drawn  from  the  petit  jury  box 
shall  be  thereupon  deposited  again,  by  the  clerk,  in  said  box, 
and  the  warrant  so  issued  as  aforesaid  shall  be  directed  to 
the  sheriff  of  said  county,  or,  if  the  sheriff  be  interested,  then 
to  one  of  the  coroners  of  said  county,  requiring  him  to  sum- 
mon the  twelve  persons  whose  names  are  inserted  in  such  war- 
rant, as  jurors,  to  meet  on  or  near  the  land  or  property  or 
materials  to  be  valued,  or  touching  which  are  damages  to  be 
assessed,  on  a  day  named  in  said  warrant,  not  less  than  five 
nor  more  than  ten  days  after  the  issuing  of  the  same;  and  if, 
at  the  said  time  and  place,  any  of  the  persons  summoned  do 
not  attend,  the  said  sheriff  or  coroner  shall  immediately  sum- 
mon as  many  as  may  be  necessary,  with  the  persons  in 
attendance  as  jurors,  to  furnish  a  panel  of  twelve  jurors;  and 
from  whom  each  party,  or  his,  her  or  their  agent  or  attorney, 
or  if  either  be  not  present  in  person  or  by  agent,  the  sheriff 
or  coroner,  for  him,  her  or  them,  may  strike  off  three  jurors, 
and  the  remaining  six  shall  sit  as  a  jury  of  inquest  of  dam- 
ages; and  before  they  shall  act  as  such,  the  sheriff  or  coroner 
shall  administer  to  each  of  them  an  oath  or  affirmation  that 
they  will  justly  and  impartially  value  the  damages  which  the 
owners  or  occupiers  have  sustained  or  will  sustain  by  the  use 
or  occupation  of  the  land,  or  the  taking  of  the  materials  or 
other  property  required  by  the  said  Company;  and  the  said 
jury  shall  reduce  their  inquisition  to  writing,  and  shall  sign 
and  seal  the  same,  and  two  originals  of  such  inquisition  shall 
be  made  and  executed  on  the  same  day — one  of  which  shall 
be  delivered  to  the  said  Company  and  the  other  to  the  party 
claiming  compensation — and  the  property  taken,  and  the 


CHARTER.  Ig 

boundaries  of  the  land  to  be  taken  or  occupied  by  the  said 
Company,  touching  which  the  inquisition  is  made,  and  a  map 

r  Inqutsttlonto 

thereof,  shall  be  set  forth  in  such  inquisition;  and  such  inqui-  wD&na&t* 
sition  shall  be  filed  in,  and   shall   also  be  confirmed  by, 
the  Circuit  Court  of  said  county,  at  its  next  session,  upon 
motion  for  that  purpose  made,  if  no  sufficient  cause  to  the 
contrary  be  shown,  and,  when  confirmed,  the  same  shall  be 
recorded  by  the  clerk  of  such  court,  at  the  expense  of  said 
Company;  but  if  not  confirmed,  another  inquisition  may  be  tio£  in 
taken,  in  the  manner  above  specified,  and  costs  on  such  sec- 
ond inquisition  shall  be  awarded  by  the  court,  in  their  dis- 
cretion, to  be  paid  by  either  party:  Provided,  That  in  the 
taking  of  any  inquisition  authorized  by  this  section,  it  shall 
be  competent  for  said  Company  and  said  owner  or  occupier,  or 
either  of  them,  to  appear  before  said  jury  and  introduce  evi-  StSduosevi- 
dence  under  the  ordinary  rules  of  law  —  the  foreman  of  the  de 
jury  being  hereby  authorized  to  administer  the  proper  oath 


therefor.  And  the  money  assessed  as  the  valuation  in  any  S^e 
such  inquisition,  by  the  jury  aforesaid,  being  paid  or  legally  stSeTrea-n 
tendered  to  the  party  entitled  to  the  same,  or  deposited  with  ^yn  Com' 
the  State  Treasurer,  subject  to  the  order  of  the  court,  confirm- 
ing the  inquisition  as  aforesaid,  the  property  so  taken  and 
valued  shall  immediately  thereupon  vest  in  said  Company, 
as  fully  as  if  the  same  had  been  transferred  by  lawful  deed, 
by  the  owner  or  occupier  thereof,  for  such  term  of  time  as 
the  same  may  be  required  for  the  purposes  authorized  by  this 
act;  and  in  case  the  party  entitled  to  receive  such  money 
shall  not  appear  before  the  jury  which  makes  the  inquisition, 
and  make  claim  to  such  lands,  or  shall  not  appear  to  demand 
or  accept  the  money  assessed  as  the  valuation  in  any  such 
inquisition,  then  a  deposite  with  the  treasurer  of  this  State 
of  the  amount  of  money  assessed  as  the  valuation  or  damages 
by  any  such  inquisition,  together  with  a  certified  copy  of  the 
inquisition,  shall  be  considered  equivalent  to  payment,  or  a 
tender  thereof  to  the  person  entitled  to  the  same;  and  the 
State  Treasurer  shall  receive  and  keep  account  of  all  moneys 


14  CHARTER. 

so  received  into  the  State  Treasury,  and  shall  pay  them  to  the 
parties  entitled  thereto,  on  the  order  of  the  chancellor;  and 
such  inquisition,  when  confirmed,  shall  have  the  effect  of  a 
judgment,  and  execution  may  be  ordered  to  issue  thereon 
against  said  Company,  in  favor  of  the  person  to  whom  dam- 
ages were  awarded  by  such  inquisition  and  confirmation 
thereof,  at  the  expiration  of  sixty  days  from  the  time  of  such 
confirmation,  unless  prior  thereto  said  Company  shall  have 
satisfied  the  damages  so  found  or  assessed  by  such  inquisition, 
in  manner  aforesaid;  and  if  at  any  time  it  shall  by  any  means 
happen  that  said  Company  shall  be  in  possession  or  occu- 

How^nvaiid  pancy  of  any  land,  the  title  to  which,  or  the  full  right  of  use 
te(L  and  occupancy  whereof,  for  the  purposes  of  said  Company,  in 
manner  aforesaid,  shall  not  have  been  duly  relinquished  to  or 
vested  in  said  Company,  then,  and  in  any  and  all  such  cases, 
said  Company  may  acquire  such  title  or  rights  of  use  and  occu- 
pation, by  voluntary  grant  thereof,  or  by  inquisition  thereupon 
and  therefor,  to  be  made  and  found,  and  the  payment  of  the 
value  or  damages  found  or  assessessed,  in  manner  and  form 
above  prescribed;  and  the  commissioner  or  judge  issuing  the 
warrant,  and  the  sheriff  and  coroner,  and  jurors  to  be  sum- 
moned under  this  act,  shall  be  entitled,  for  the  services  ren- 
dered by  them,  to  such  compensation  as  may  be  fixed  there- 
for by  the  chancellor,  by  an  order  for  that  purpose  to  be  made 
by  him,  and  which  costs  shall  be  paid  by  said  Company. 

[SKiif  SEC.  8.  Whenever  in  the  construction  of  said  rail  road  it 
"**  shall  be  necessary  to  cross  or  intersect  any  established  road, 
it  shall  be  the  duty  of  the  said  Company  so  to  construct  the 
said  rail  road  across  such  established  road  as  not  unnecessarily 
to  impede  the  passage  of  persons  or  property  along  the  same; 
and  when  it  shall  be  necessary  to  construct  it  through  the 
lands  of  any  individual,  it  shall  be  their  duty  to  provide  for 
such  individual  proper  wagon  ways,  and  keep  the  same  in 
repair  across  said  railroad  from  one  part  of  his  land  to  an- 
other. 


CHARTER.  15 

SEC.  9.  If  said  Company  shall  neglect  to  provide  proper  Penalty  for 
wagon  ways  across  said  rail  road,  and  keep  the  same  in  re-  w^on°ways.K 
pair,  as  required  by  the  preceding  section  of  this  act,  it  shall 
be  lawful  for  any  individual  to  sue  such  Company,  and  to  re- 
cover such  damages  as  a  jury  may  think  him,  her  or  them 
entitled  to  for  such  neglect  or  refusal  on  the  part  of  said  Com- 
pany. 

Sec.  10.  If  it  shall  be  necessary  for  the  said  rail  road  Com- 
pany, in  the  selection  of  the  route  or  the  construction  of  the 
said  rail  road  to  be  by  them  laid  out  and  constructed,  or  any 
part  of  it,  to  connect  the  same  with,  or  to  cross  any  rail  road,  crossings  of 

*  •  '  railroad, 

canal,  dam  or  bridge  made  or  erected  by  any  incorporated  SJ^^ige™' 
company,  or  authorized  by  any  law  of  this  State,  it  shall  be 
lawful  for  the  said  Company  to  contract  with  such  other  cor- 
poration for  the  right  to  cross  or  use  such  road,  canal,  dam 
or  bridge,  or  for  the  transfer  of  such  of  the  corporate  or  other 
rights  and  privileges  of  such  corporation  to  the  said  Compa- 
ny hereby  incorporated,  as  may  be  necessary  in  that  respect; 
and  every  such  other  corporation  acting  under  the  laws  of 
this  State,  is  hereby  authorized  to  make  such  contract  or  trans- 
fer by  and  through  the  agency  of  the  persons  authorized  by 
the  respective  acts  of  incorporation  to  exercise  their  corporate 
power,  or  by  any  persons  who  are  by  the  laws  of  this  State  in- 
trusted with  the  management  and  direction  of  such  rail  road, 
canal,  dam  or  bridge,  or  any  of  the  rights  or  privileges,  afore- 
said, and  every  contract  or  transfer  made  in  pursuance  of  the 
power  and  authority  hereby  granted,  when  executed  by  the 
several  parties  under  their  respective  corporate  seals,  shall 
vest  in  the  Company  hereby  incorporated  all  such  rights  and 
privileges,  and  the  rights  to  use  and  enjoy  the  same  as  fully 
as  they  are  used  and  enjoyed  by  the  said  corporation  in  whom 
they  are  now  vested. 

SEC.  11.    The  said  Company  shall  have  power  to  purchase  Power  to  pur- 

Chft86 

with  the  funds  of  the  Company,  or  contract  for  and  place  on  machinery.; 
any  rail  road  constructed  by  them  under  this  act,  all  machines 
wagons,  carriages  or  vehicles  of  any  description  which  they 


16  CHARTER. 

may  deem  necessary  and  proper  for  the  purposes  of  transpor- 
tation on  said  rail  road,  and  they  shall  have  power  to  charge 
TO  establish   for  tolls  and  transportation  such  sums  as  shall  be  lawfully  es- 

rates  of 

transport^  tablished  by  the  by-laws  of  said  company;  and  it  shall  not  be 
lawful  for  any  other  Company,  or  any  other  person  or  per- 
sons, to  transport  any  passengers  or  merchandise,  or  property 
of  any  description  whatever,  upon  said  rail  road  or  any  part 
of  it  without  the  license  or  permission  of  said  Company,  and 
the  said  rail  road,  with  all  its  improvements,  works  and  pro- 
fits, and  all  machinery  used  on  said  rail  road  for  transporta- 
tion, and  all  the  machine  shops,  depots,  buildings  and  edifices 
connected  with  said  rail  road,  shall  be  vested  in  the  said  Com- 

sharef>per-er  pany  forever — and  the  shares  of  the  capital  stock  of  said 
Company  shall  be  considered  personal  property,  and  shall  be 
transferable  on  the  books  of  said  Company,  agreeable  to  the 
by-laws  of  said  company,  and  subject  to  be  taken  in  execu- 
tion agreeably  to  such  laws  as  are  or  may  be  hereafter  in 
force. 

May^cover  gj^.  12.  The  said  Company  shall  have  full  power  and  au- 
thority to  demand  and  recover  and  take  the  tolls  or  dues  to 
and  for  their  own  proper  use  and  benefit  on  all  goods,  mer- 
chandise and  passengers  using  or  occupying  the  said  rail  road, 
or  any  other  convenience,  erection  or  improvement  built,  oc- 
cupied or  owned  by  the  said  Company,  to  be  used  therewith, 
and  shall  have  power  to  regulate  the  time  and  manner  in 
which  goods  and  passengers  shall  be  transported,  taken  and 
carried  on  the  same,  as  well  as  the  manner  of  collecting  all 
tolls  and  dues  on  account  of  transportation  and  carriage  and 
storage,  and  shall  have  full  power  to  erect  and  maintain  such 
toll  houses  and  other  buildings  for  the  accommodation  and 
proper  transaction  of  their  business  as  to  them  may  seem  ne- 
cessary. 

May  cross         SEC.  13.  Whenever  it  shall  be  necessary  for  the  construc- 

streamor  „   .      .  -  .  ., 

highway,  tion  ot  their  rail  road  to  intersect  or  cross  any  stream  ot  water 
or  water  course,  or  road  or  highway,  lying  on  the  route  of 
the  said  rail  road,  it  shall  or  may  be  lawful  for  the  Company 


CHARTER.  YI 

to  construct  their  rail  road  across  or  upon  the  same:  Provided, 
That  the  said  Company  shall  restore  the  stream  or  water 
course,  road  or  highway  thus  intersected  or  crossed  to  its  for- 
mer state,  or  in  a  sufficient  manner  not  unnecessarily  to  im- 
pair its  usefulness. 

SEC.  14.  The  said  Company  may  annually  or  semi-annu-  May  make  «• 

"        *  vldend  of  net 

ally  make  such  dividend  as  they  may  deem  proper  of  the  net proflts- 
profits,  receipts  or  income  of  the  said  Company,  deducting 
the  necessary  expenses,  and  they  shall  make  the  dividend 
among  the  stockholders  of  the  said  Company  in  proper  pro- 
portions to  their  respective  shares. 

SEC.  15.  It  shall  and  may  be  lawful  for  the  said  Company,  company 

*  '  may  fix  tolls 

from  time  to  time,  to  nx,  regulate  and  receive  the  tolls  and  and  rates- 
charges  taken  for  the  transportation  of  property  and  persons 
on  said  rail  road  as  aforesaid,  hereby  authorize  to  be  construct- 
ed, erected,  built,  made  and  used,  and  for  storage  of  proper- 
ty remaining  in  the  depots  of  said  Company,  if  not  taken 
away  as  hereinafter  provided:  Provided.  That  on  and  after  TOIU limited 

after  certain 

the  first  day  of  July,  1848,'  or  on  the  opening  of  said  road  to  $££?  *' 
Lake  Michigan,  whichsoever  may  first  occur,  for  the  trans- 
portation of  persons  any  less  distance  than  the  entire  length 
of  said  road  from  Lake  Michigan  to  the  Detroit  River,  allow- 
ing to  each  personal  baggage  not  more  than  one  hundred 
pounds,  said  Company  shall  not  receive  above  the  rate  of  three 
cents  per  mile,  and  ten  cents  in  addition  on  distances  not  ex- 
ceeding thirty  miles;  and  that  upon  the  folio  wing  articles,  to 
wit:  flour,  grain,  lime,  salt,  plaster,  coal,  nails  in  kegs,  iron,  ^?  to  proper- 
mill  irons  and  castings,  fish  in  barrels  or  half  barrels,  lumber, 
sugar  in  boxes  or  in  casks  not  less  than  a  barrel,  molasses  in 
hogsheads  or  barrels,  pot  and  pearl  ashes,  beef,  pork,  and  wool 
packed  in  sacks:  Provided,  That  the  prices  charged  upon 
flour  and  grain,  shall  never  exceed  three-fourths  of  the  prices 
charged  for  the  transportation  of  the  same  articles  by  the 
State  of  Michigan  on  the  first  day  of  January,  eighteen  hun- 
dred and  forty-six,  on  the  Central  Rail  Road,  and  no  greater 
sums  or  tolls  shall  be  charged  for  transportation  per  mile 


Jg  CHARTER. 

thereof,  than  during  the  months  of  September  and  October  last, 
were  charged  and  taken  upon  the  respective  articles  aforesaid, 
upon  the  following  rail  roads  in  New  England,  to  wit:  The 
Boston  and  Lowell,  Boston  and  Providence,  and  the  Boston 
and  "Worcester  rail  roads;  the  average  of  the  prices  and  tolls 
then  charged  and  taken  upon  the  three  roads  aforesaid,  upon 
the  above  named  respective  articles,  when  transported  upon 
either  of  said  roads  exclusively,  shall  be  the  maximum  price 
the  said  Company  shall  be  allowed  to  charge  or  take  upon 
any  of  said  articles,  unless  with  the  consent  of  a  majority  of 
the  following  State  officers,  viz:  the  Secretary  of  State,  Audi- 
tor and  Attorney  General;  and  no  greater  price  shall  be 
charged  for  wheat  in  sacks  or  barrels  per  pound  than  is 
charged  for  flour  the  same  distance  per  pound;  and  the 

?ro£ert°ylls  on  average  price  charged  upon  the  said  'New  England  roads 
shall  be  determined  by  a  committee  consisting  of  one  or 
more  of  the  said  State  officers,  together  with  one  or  more  (but 
not  more  than  an  equal  number)  of  the  said  directors  of  said 
Company,  who,  if  they  disagree,  may  add  another  person  to 
their  number,  and  in  case  such  committee  shall  not  agree 
upon  and  fix  the  rates  and  tolls  so  as  aforesaid,  then  the  same 
may  be  fixed  upon  the  basis  aforesaid,  on  the  application  of 
the  State,  by  the  Court  of  Chancery;  and  if  required  by  a 
law  or  resolution  of  the  legislature,  the  rates  and  sums  to  be 
charged  and  received  by  said  Company  for  the  transportation 
of  the  aforesaid  articles  of  flour,  grain,  lime,  salt,  plaster, 
coal,  nails  in  kegs,  iron,  mill  irons  and  castings,  fish  in  bar- 
rels and  half  barrels,  lumber,  sugar  in  boxes  or  in  casks  not 
less  than  a  barrel,  molasses  in  hogsheads  or  barrels,  pot  and 
pearl  ashes,  beef,  pork,  and  wool  packed  in  sacks,  shall  be 

afte'rten  reviewed,  when  so  required,  by  the  Legislature,  but  not  more 
frequently  than  once  in  ten  years,  and  made  to  correspond 
with  the  average  tolls  and  rates  charged  on  the  aforesaid  New 
England  rail  roads  during  the  twelve  months  next  preceding 
the  first  day  of  January  of  the  year  in  which  such  review 
shall  be  ordered  by  the  Legislature,  which  rates  shall  always 


years> 


CHARTER.  19 

be  determined  and  fixed  in  the  manner  above  provided  for 
first  fixing  and  establishing  the  same ;  and  said  Company 
shall  not,  at  any  time,  charge  for  the  transportation  of  per- 
sons or  property,  any  less  distance  than  the  entire  line  of  said 
rail  road,  any  greater  sums  or  tolls  per  mile  than  may  then 
be  charged  by  said  Company  on  that  portion  of  said  rail 
road  betweeen  Ypsilanti  and  Detroit :  and  if  said  Company  Forfeiture  for 

*    over-charges . 

shall  charge  and  receive  more  than  the  rates  and  sums  so 
fixed,  for  so  doing,  in  each  case  it  shall  forfeit  and  pay  to  the 
State  of  Michigan  the  sum  of  one  hundred  dollars,  and  until 
the  taking  effect  of  the  tolls  and  rates  provided  for  by  the  fore- 
going provisions,  said  Company  shall  charge  no  greater  sums 
or  tolls  for  the  transportation  of  persons  or  property,  than 
were  charged  or  authorized  by  the  State  of  Michigan  to  be 
taken  on  the  Central  Rail  Road,  on  the  first  day  of  January 
last;  and  said  Company  shall  transport  merchandize  and 
property  on  the  said  road  without  showing  partiality  or  fa- 
vor, and  with  all  practical  dispatch,  under  a  penalty  for  each 
violation  hereof,  of  one  hundred  dollars,  to  be  recovered  by 
the  party  aggrieved  in  an  action  of  debt:  Provided*  neverthe-  state  and  u. 

*         J       to&  S.  military 

less.  That  soldiers,  sailors  and  marines,  and  their  officers,  in  toiL™eprece- 
the  service  of  this  State  or  of  the  United  States,  and  officers  treancsporta- 

tion 

of  the  army  and  navy  of  the  United  States,  and  arms,  ord- 
nance, military  stores  and  munitions  of  war,  shall,  upon  re- 
quest made  by  the  proper  authority,  take  priority  and  )pre- 
cedence,  first  in  favor  of  this  State,  and  secondly  in  favor  of 
the  United  States,  and  shall  be  transported  upon  said  rail 
road  before  and  in  exclusion  of  all  other  persons  and  prop- 
erty. 
SEO.  16.  The  said  Company  may  charge  and  collect  a  rea-  May  charge 

*  storage  after 

sonable  sum  for  storage,  upon  all  property  which  shall  have certaln  time8 
been  transported  by  them,  upon  delivery  thereof  at  any  of 
their  depots,  and  which  shall  have  remained  in  any  of  their 
depots  more  than  four  days,  provided  that  elsewhere  than  at 
their  Detroit  depot,  the  consignee  shall  have  been  notified,  if 
known,  either  personally  or  by  notice  left  at  his  place  of 


20  CHARTER. 

business  or  residence,  or  by  notice  sent  by  mail,  of  the  receipt 
of  such  property,  at  least  four  days  before  any  storage  shall 
be  charged ;  and  at  the  Detroit  depot,  such  notice  shall  be 
given  twenty-four  hours  (Sundays  excepted)  before  any  sto- 
rage shall  be  charged,  but  such  storage  may  be  charged  after 
the  expiration  of  said  twenty-four  hours,  upon  goods  not  ta- 
ken away:  Provided,  That  in  all  cases  the  said  Company 
shall  be  responsible  for  goods  in  deposit  in  any  of  their  de- 
pots, awaiting  delivery,  as  ware  house  men,  and  not  as  com- 
mon carriers.  And  if  said  Company  shall  charge  or  take  any 
remuneration  for  storage  of  goods  otherwise  than  as  afore- 
said, it  shall  forfeit  and  pay  to  the  State  of  Michigan,  in  each 
case  for  so  doing,  the  sum  of  fifty  dollars. 

SEC.  17.  Said  Company  shall  have  power  and  authority  to 
own,  charter  or  hire,  and  to  employ  and  use,  in  the  navigation 
of  the  lakes  and  rivers  and  waters  connecting  the  same,  and  the 
ports  thereof,  boats  or  vessels,  propelled  by  steam  or  other  power, 
not  to  exceed  eight  in  number,  for  the  purpose  of  the  transporta- 
tion and  carriage  of  persons  and  property  to  and  from  the 
ports  upon  the  said  waters.  And  said  Company  may  de- 
mand and  receive  such  rates,  prices  and  remuneration  for  the 
transportation  of  persons  and  property  on  such  boats  or  ves- 
sels, as  to  it  shall  seem  mete  and  proper.  And  said  Company 
shall  have  full  authority  to  purchase,  contract  for,  construct, 
repair,  manage,  control,  sell  or  dispose  of  any  and  all  such 
boats  and  vessels  as  are  contemplated  in  this  section,  and  to 
exercise  any  and  every  such  power  in  relation  to  any  and  all 
such  boats  or  vessels,  as  an  individual  person  might  or  could 
lawfully  exercise  in  regard  thereto. 
Persons  in  SEC.  18.  The  city  of  Detroit,  or  any  owner  or  owners  of 

Detroit  may  .  .  ,  .  .    . 

construct  property  in  said  city,  or  any  association  of  its  citizens,  duly 
authorized  by  the  corporation  of  said  city,  shall  have  the 
power  to  lay  down  or  construct  a  tract  or  rail  road  along  the 
streets  in  front  of  and  near  the  Detroit  river,  for  the  purpose 
of  conveying  property  to  and  from  said  rail  road,  which  may 
be  consigned  to  any  of  the  ware  house  men  in  the  city  of 


CHARTER.  21 

Detroit ;  and  that  said  track  or  rail  road  may  intersect,  (un- 
der the  direction  of  said  Company,)  the  track  of  said  rail 
road  Company,  at  or  near  the  general  depot  at  the  eastern 
termination  of  the  road,  and  said  Company  shall  at  all  times 
permit  the  owners  or  consignees  of  property  in  said  city  to 
take  the  cars  containing  the  property  to  them  consigned  to 
their  respective  ware  houses  upon  said  track:  Provided,  That 
any  car  so  taken  shall  be  returned  without  unnecessary  de- 
lay: And  provided  further,  That  whenever  it  shall  be  neces- 
sary for  the  convenience  of  the  public  or  persons  receiving  suaii  permit 

J  r  r  o  gide  tracks- 

or  sending  property  by  said  rail  road,  the  said  Company 
shall  permit  side  tracks  to  intersect  their  main  road  at  any 
depot  on  or  along  the  line  of  said  road,  and  that  such  persons 
shall  be  entitle4  to  have  any  property  taken  from  such  side 
tracks,  under  the  directions  and  regulations  of  said  Company 
without  unreasonable  delay.  And  for  the  non-performance 
by  said  Company  of  any  act  by  this  proviso  required  to  be 
done,  said  Company  shall  forfeit  and  pay  to  the  party  ag- 
grieved the  sum  of  fifty  dollars  in  each  case,  to  be  recovered 
in  an  action  of  debt. 

SEC.  19.  The  said  Company,  within  three  years  from  the  TO  complete 

r        •>  '  *  road  to  Lake 

time  when  the  franchises  granted  by  this  act  shall  vest  in  thraytars1!1 

said  Company,  shall  construct,  complete  and  put  in  operation 

for  the  transportation  of  persons  and  property,  that  portion 

of  the  aforesaid  line  of  said  rail  road  by  this  act  authorized 

to  be  constructed,  which  extends  from  the  village  of  Kalama- 

zoo,  in  the  county  of  Kalamazoo,  to  Lake  Michigan,  and 

shall  place  on  the  entire  main  line  of  said  road  between 

Kalamazoo  aforesaid,  and  Lake  Michigan  aforesaid,  an  iron 

rail  of  such  dimensions  that  it  shall  weigh  not  less  than  sixty  weightof  ran 

pounds  to  the  yard  thereof;  and  in  case  the  said  Company 

shall  not  within  the  three  years  aforesaid,  construct,  complete 

and  put  in  operation  with  an  iron  rail  of  the  dimensions  and 

weight  aforesaid,  the  entire  line  of  said  rail  road  between 

Kalamazoo  aforesaid  and  Lake  Michigan  aforesaid,  the  said 

Company  shall  forfeit  and  pay  to  the  State  Michigan  the  sum 


22  CHARTER. 

of  twenty-five  thousand  dollars,  and  for  each  and  every  year 
thereafter,  which  shall  transpire  before  said  Company  shall 
construct,  finish  and  put  in  operation  as  aforesaid,  with  an 
iron  rail  of  the  dimensions  and  weight  aforesaid,  the  entire 
line  of  said  rail  road  between  Kalamazoo  and  Lake  Michigan 
aforesaid,  the  said  Company  shall  forfeit  and  pay  to  the  State 
of  Michigan  the  sum  of  twenty-five  thousand  dollars  for  each 
and  every  year  or  years  respectively. 
Shan  iron  nf-  SEC.  20.  The  said  Company,  within  two  years  from  the 

ty  miles  of  r       J  '  •* 

time  when  the  franchises  granted  by  this  act  shall  vest  there- 


in, shall  re-construct  the  first  fifty  miles  of  the  main  line  of 
their  said  rail  road  west  of  Detroit,  and  place  on  the  entire 
main  line  of  said  fifty  miles,  an  iron  rail  of  such  dimensions 
that  it  shall  not  weigh  less  than  sixty  pounds  to  the  yard 
thereof ;  and  upon  failure  so  to  re-construct  said  rail  road  to 
the  extent  aforesaid,  within  the  time  aforesaid,  and  place 
thereon  an  iron  rail  of  the  weight  and  dimensions  aforesaid, 

Penalty  sa^  Company  shall  forfeit  and  pay  to  the  State  of  Michigan, 
the  sum  of  fifty  thousand  dollars,  and  for  each  and  every 
year  thereafter,  which  shall  transpire  before  said  Company 
shall  re-construct  the  first  fifty  miles  of  their  said  rail  road 
next  west  of  the  Detroit  river,  and  place  thereon  an  iron  rail 
of  the  dimensions  and  weight  aforesaid,  the  said  Company 
shall  forfeit  and  pay  to  the  State  of  Michigan  the  sum  of  fifty 
thousand  dollars,  for  each  and  every  such  year  respectively  ; 
and  whenever  it  shall  become  necessary  to  renew  or  replace 
the  rail  upon  said  rail  road,  between  the  city  of  Detroit  and 

shaii  renew  Kalamazoo  aforesaid,  the  new  rail  to  be  placed  upon  said  por- 

r» ad  between  e 

«»}  Delfte?  tion  of  said  road,  between  Detroit  and  Kalamazoo,  shall  be  an 
iron  rail  of  such  dimensions  that  it  shall  weigh  not  less  than 
sixty  pounds  to  the  yard  thereof;  but  this  shall  not  be  con- 
strued to  extend  to  the  ordinary  repairs  of  said  track  :  Pro- 
vided, That  in  case  there  shall  be  war  between  the  United 

te°svln0dts°ec-  States  and  any  European  power,  the  time  during  which  such 
war  shall  continue  shall  be  excluded  in  computation  of  the 


CHARTER.  23 

time  when  penalties  shall  accrue  under  this  and  the  next  pre- 
ceding section. 

SEC.  21.  From  the  time  when  the  franchises  granted  by 
this  act  shall  vest  in  said  Michigan  Central  Kail  Road  Com- 
pany, said  Company  thenceforth  and  ever  afterward  (save  on 
the  first  day  of  the  week,  or  in  case  of  accident  which  shall 
prevent,)  shall  keep  open  for  public  use,  for  the  transporta- 
tion of  persons  and  property,  under  such  by-laws  as  said  Com- 


pany  may  lawfully  make,  so  much  of  their  rail  road  in  this  act  ^ 

mentioned  and  described  as  shall  extend  from  the  city  of  De- 

troit to  the  village  of  Kalamazoo  aforesaid,  and  so  soon  as 

said  Company  shall  have  constructed  and  completed,  and     . 

opened  for  the  transportation  of  persons  and  property,  that 

portion  of  their  said  rail  road  which  shall  extend  from  Kala- 

mazoo aforesaid,  to  Lake  Michigan  aforesaid,  thence  and 

ever  thereafter  (save-  on  the  first  day  of  the  week,  or  in  case 

of  accident  which  shall  prevent,)  said  Company  shall  keep  in 

repair  and  open  for  the  public  use,  for  transportation  thereon 

of  persons  and  property,  under  such  by-laws  and  regulations 

as  said  Company  may  lawfully  make,  an  entire  line  of  rail 

road  from  some  point  not  more  than  six  thousand  feet  from 

the  termination  of  "Woodward  Avenue,  on  the  Detroit  river, 

in  the  city  of  Detroit,  to  Lake  Michigan  ;  the  said  Company 

shall  not  engage  in  the  business  of  purchasing,  for  sale,  pro-s^a^ot^i 

duce  or  any  other  merchandise  or  commodity,  nor  be  directly  merchandlse- 

or  indirectly  interested  in  the  profit  or  loss  of  any  such  busi- 

ness ;  and  from  and  after  the  first  day  of  January,  eighteen 

hundred  and  fifty-six,  there  shall  not  be  on  the  entire  princi- 

pal line  of  the  rail  road  of  said  Company,  any  rail  which, 

when  placed  upon  the  said  road,  was  of  weight  less  than  sixty 

pounds  to  the  yard  thereof  ;  and  every  violation  or  infraction 

of  the  provisions  of  this  section,  unless  the  same  shall  be  oc- 

casioned by  an  act  of  Providence,  or  of  a  public  enemy,  or 

by  a  domestic  insurrection,  or  accident  which  shall  prevent, 

shall  subject  said  Company  to  a  penalty  of  one  thousand  dol- 

lars, to  be  paid  to  the  State  of  Michigan  ;  and  after  the  com- 


04  CHARTER. 

pletion  and  opening  of  said  road  to  Lake  Michigan,  the  said 
Company  shall  always  keep  and  have  upon  the  said  road  a 
supply  of  motive  power  and  cars,  both  for  persons  and  pro- 
perty, sufficient  for  the  expeditious  and  convenient  transac- 
tion of  all  business,  and  transportation  of  all  persons  and  pro- 
perty offering  for  transportation  thereon,  according  to  the 
usual  course  of  business  upon  the  line  and  route  of  said  road ; 
and  this  under  a  penalty  to  the  State  of  Michigan  of  five  thou- 
sand dollars  in  each  case,  for  neglecting  for  the  space  of  thirty 
days  to  comply  with  the  provisions  of  this  clause, 
stock  ^EC'  ^'  ^ne  corPorate  stock  of  said  Company  shall  be 

m™'i°^ase  five  millions  of  dollars,  with  the  privilege  of  increasing  the 
same  to  eight  millions  of  dollars,  and  to  be  divided  into  shares 
of  one  hundred  dollars  each,  which  shares  shall  be  transfera- 
ble on  the  books  of  said  Company,  in  such  manner  as  the  by- 
May  com-     laws  of  said  Company  shall  direct :  Provided*  That  the  said 

mence  on 

ofb2S<x»pooon  Company  may  commence  business  whenever  two  millions  of 
said  stock  shall  have  been  subscribed. 

First  direct-  SEC.  23.  The  nine  persons  first  named  in  the  first  section  of 
this  act,  shall  be  the  first  directors  of  said  Michigan  Central 
Rail  Road  Company,  and  at  their  first  meeting,  they  shall 
elect  by  ballot  one  of  their  number  to  be  president,  a  majori- 
ty of  whom  shall  be  competent  to  manage  the  affairs  of  the 

First  meet-  Company  ;  such  first  meeting  of  the  directors  shall  be  held  at 
a  time  and  place  to  be  fixed  by  a  written  agreement  signed  by 
all  of  said  directors,  or  at  a  time  and  place  designated  by  a 
notice  to  be  signed  by  a  majority  of  said  directors,  and  pub- 
lished daily  in  any  newspaper  printed  in  Boston,  New  York 
or  Detroit,  fifteen  days  next  preceding  the  time  for  such 
meeting. 

HOW  books  SEC.  24.  Said  directors,  or  a  majority  of  them,  may  open 
books  to  receive  subscriptions  to  the  capital  stock  of  said 
Company,  at  such  times  and  places  as  they  or  a  majority  of 
them  may  appoint,  and  shall  give  such  notice  of  the  times 
and  places  of  opening  said  books  as  they  may  deem  reasona- 
ble, and  shall  receive  such  subscriptions  under  such  regula- 


CHARTER.  25 

tions  as  they  may  adopt  for  the  purpose :  Provided,  That 
books  shall  be  opened  in  the  city  of  Detroit  within  one  year,  openld?nbe 
and  as  soon  as  books  are  opened  elsewhere,  for  subscription  $300$$°  f 
by  citizens  of  Michigan  to  the  stock  of  said  Company,  not  to 
exceed  three  hundred  thousand  dollars  in  amount ;  but  no 
person  shall  be  entitled  to  take  of  said  three  hundred  thou- 
sand dollars  of  stock  so  to  be  subscribed,  more  than  one  thou- 
sand dollars,  until  all  such  citizens  wishing  to  take  stock  or 
shares  in  said  Company,  not  exceeding  one  thousand  dollars 
in  amount,  shall  have  had  an  opportunity  to  subscribe  or  take 
stock  or  shares  in  said  Company,  to  amounts  not  exceeding 
one  thousand  dollars  each  ;  and  stock  so  taken  by  citizens  of 
Michigan,  not  exceeding  three  hundred  thousand  dollars, 
shall  stand  for  the  full  amount,  and  shall  not  be  in  any  wise 
reduced  by  the  directors  of  said  Company  ;  And  provided, 
Notice  of  the  time  of  opening  such  books  in  the  city  of  De-  Notice  at 

«  Detroit. 

troit  shall  be  published  in  some  daily  newspaper  printed  in 
Detroit,  for  fifteen  days  next  preceding  the  time  for  such 
opening ;  and  if  more  than  fifty  thousand  shares  of  the  stock 
shall  be  subscribed,  the  directors  shall  have  power  to  make 
the  shares  so  subscribed  the  capital  stock  of  the  Company  : 
Provided,  They  shall  not  exceed  eighty  thousand  shares;  and 
in  case  the  subscriptions  shall  exceed  eighty  thousand  shares, 
the  same  shall  be  reduced  and  apportioned  in  such  manner 
as  may  be  deemed  most  beneficial  to  the  Company. 

SEC.  25.  To  continue  the  succession  of  president  and  direc-  Annual  elec- 
tors, nine  directors  shall  be  chosen  annually,  on  the  second 
Monday  in  June,  at  such  place  in  this  State  as  may  be  ap- 
pointed by  the  directors,  and  no  person  shall  be  competent 
to  act  as  a  director  who  is  not  a  stockholder  and  a  citizen  of 
the  United  States ;  and  if  any  vacancy  shall  occur  by  death,  J^gjj1^ 
resignation  or  otherwise,  of  any  president  or  director  before 
the  year  for  which  he  was  elected  shall  have  expired,  such 
vacancy  for  the  remainder  of  the  year  may  be  filled  by  the 
directors  of  said  Company,  or  a  majority  of  them.    The  di-  ^Or|c^f,t(> 
rectors  of  said  Company  shall  hold  their  offices  until  a  new  are 


26  CHARTER. 

election  of  directors.  All  elections  which  are  by  this  act  or 
the  by-laws  of  the  Company,  to  be  made  on  a  particular  day, 
if  not  made  on  such  day,  may  be  made  at  any  time  within 
six  months  thereafter,  notice  of  such  meeting  being  given  in 
the  manner  hereinafter  prescribed  in  section  twenty-seven  of 
this  act ;  and  on  all  occasions  when  a  vote  of  the  stockhold- 
ers is  to  be  taken,  each  and  every  share  shall  entitle  the 
^gs<>f  holder  thereof  to  one  vote,  either  by  himself  in  person  or  by 
proxy. 

SEC.  26.  In  case  it  shall  at  any  time  happen  that  an  elec- 
tion of  directors  shall  not  be  made  on  any  day,  when  pursuant 
to  this  act  it  ought  to  have  been  made,  the  said  corporation 
Elections     shall  not  for  that  cause  be  deemed  to  be  dissolved,  but  such 
tune.          election  may  be  subsequently  made,  and  the  directors  chosen 
for  the  year  preceding  shall  hold  their  offices  until  such  elec- 
tion shall  be  made. 

SEC.  27.  A  general  meeting  of  the  stockholders  of  said  Com- 
pany shall  be  holden  annually  at  the  time  and  place  appoint- 
ed for  the  election  of  directors,  and  a  meeting  may  be  called 
at  any  time  during  the  interval  between  such  annual  meet- 
ings by  the  directors,  or  by  the  stockholders  owning  not  less 
than  one-fourth  of  the  stock,  by  giving  thirty  days'  public 
notice  of  the  time  and  place  of  meeting  in  the  State  paper,  if 
there  be  one,  and  in  case  there  be  no  such  paper,  then  such 
notice  shall  be  published  in  two  newspapers  printed  in  De- 
troit ;  and  when  any  such  meeting  is  called  by  the  stockhold- 
ers, the  particular  object  of  such  call  shall  be  stated,  and  if 
at  any  such  meeting  thus  called,  a  majority  in  value  of  the 
stockholders  are  not  present  in  person  or  by  proxy,  such  meet- 
ing shall  be  adjourned  from  day  to  day,  not  exceeding  three 
days,  without  transacting  any  business,  and  if  within  said 
three  days,  stockholders  having  a  majority  of  the  stock,  do 
not  attend  such  meeting,  then  the  said  meeting  shall  be  dis- 
solved. 

^peSSPmSst-     SEO.  28.  At  the  regular  annual  meeting  of  the  stockholders 
Lno!d«ra.stock"  of  said  Company,  it  shall  be  the  duty  of  the  president  and 


CHARTER.  27 

directors  in  office  for  the  preceding  year,  to  exhibit  a  clear 
and  distinct  statement  of  the  affairs  of  the  said  Company  ; 
and  at  any  meeting  of  the  stockholders,  a  majority  of  those 
present  in  person  or  by  proxy,  may  require  similar  statements 
from  the  directors,  whose  duty  it  shall  be  to  furnish  them 
when  thus  required  ;  and  at  all  general  meetings  of  the  stock- 
holders, a  majority  in  value  of  all  the  stockholders  in  said 
Company,  may  remove  any  president  or  any  of  the  directors 
of  said  company,  and  elect  other  directors  in  their  stead:  Pro- 
vided, Notice  of  such  intended  removal  has  been  given  as  re- 
quired by  the  last  preceding  section. 

SEC.  29.  It  shall  be  lawful  for  the  directors  to  require  pay-  Assessments. 
ment  of  the  sums  subscribed  to  the  capital  stock  of  said  Com- 
pany, at  such  times  and  in  such  proportions,  and  on  such 
conditions  as  they  shall  deem  proper  and  necessary,  in  the 
execution  and  progress  of  the  work,  and  direct  the  same  to  be 
paid  to  the  treasurer  of  the  corporation.  And  the  treasurer 
shall  give  notice  of  all  such  assessments;  and  in  case  any  sub" 
scriber  or  stockholder  shall  neglect  to  pay  any  assessment  on 
his  share  or  shares  for  the  space  of  thirty  days  after  such  no- 
tice is  given,  as  shall  be  prescribed  by  the  by-laws  of  said  HOW  enforc- 
corporation,  the  directors  may  order  the  treasurer  to  sell  such 
share  or  shares  at  public  auction,  after  giving  such  notice  as 
may  be  prescribed  as  aforesaid,  to  the  highest  bidder,  and  the 
same  shall  be  transferred  to  the  purchaser  on  the  books  of  the 
Company  by  the  president  thereof,  and  such  delinquent  sub- 
scriber or  stockholder  shall  be  held  accountable  to  the  Com- 
pany for  the  residue  of  the  assessments  not  satisfied  by  the 
proceeds  of  such  sale  of  his  share  or  shares,  if  sold  for  less 
than  the  assessments  due  thereon  with  the  interes  tand  cost  of 
sale,  and  such  costs  and  interests  to  be  first  paid  from  the  pro- 
ceeds of  such  sale  ;  and  shall  be  entitled  to  the  surplus,  if  his 
share  or  shares  shall  sell  for  more  than  the  assessments  due, 
with  interest  and  cost  of  sale  ;  Povided,  Jiow&v&r,  That  no 
assessment  shall  be  laid  upon  any  shares  in  said  corporation 


28  CHARTER. 

for  a  greater  amount  in  the  whole  than  one  hundred  dollars 
upon  each  share. 
Directors         SEC.  30.  The  said  directors,  or  a  majority  of  them,  shall 

may  appoint. 

have  power  to  appoint,  contract  with  and  determine  the  com- 
pensation of  all  such  officers,  engineers,  agents  and  servants, 
whomsoever,  as  they  may  deem  necessary  for  the  transaction 
of  the  business  of  the  Company,  and  remove  them  at  plea- 
May  pres-  sure;  and  the  said  directors,  or  a  majority  of  them,  shall 

cribe  mode  J          » 

f  transfer.    nave  power  to  determine  the  manner  and  evidence  of  the 
transfers  of  the  stock  in  said  Company,  and  they  shall  have 

May  make  power  to  pass  all  by-laws  which  may  be  necessary  for  the 
carrying  into  execution  all  the  powers  vested  in  the  Company 
hereby  incorporated:  Provided^  Such  by-laws  shall  not  be 
contrary  to  the  constitution  or  laws  of  the  United  States  or 
of  this  State. 

SEC.  31.  The  directors  shall  have  full  power  to  conduct  the 
affairs  of  said  Company,  and  to  exercise  any  powers  which 
said  Company  might  exercise,  except  where  provision  is 
made  in  this  act  for  the  exercise  of  such  powers  by  the  stock- 
holders at  their  annual  or  special  meetings,  or  where  the 
powers  of  the  directors  may  be  restrained  by  the  by-laws  of 
said  Company. 

Report  to         SEC.  32.  The  directors  of  said  Company  shall  annually,  on 

Secretary  of 

state.  or  "before  the  twenty-fifth  day  of  January,  make  a  report  to 
the  Secretary  of  State,  which  shall  embrace  the  business  of 
the  preceding  year  to  the  first  day  of  January,  stating  the 
length  of  their  road  in  operation;  cost  of  construction  and 
the  indebtedness  of  the  Company  for  materials  or  work  in 
progress  of  delivery  or  execution  on  account  of  construction, 
as  near  as  can  be  conveniently  ascertained,  and  all  other  in- 
debtedness if  any  there  be;  the  amount  of  capital  stock  sub- 
scribed, and  the  amount  actually  paid  in;  and  all  loans  made 
for  the  purposes  mentioned  in  the  next  succeeding  section ; 
the  amount  of  dividends;  receipts  from  freight^  from  passen- 
gers, and  from  att  other  sources  on  account  of  operating  the 
road ;  the  number  of  through  and  way  passengers  respectively; 


C HAUTE ft.  29 

the  expenditures  for  the  repairs  of  the  road ;  for  repairs  of 
engities  and  cars,  and  other  expenditures;  which  three  items 
last  mentioned  shall  include  all  the  expenditures  made 
for  construction  during  the  year;  the  number  of  engines, 
passenger,  freight  and  other  cars;  the  average  number  of  men 
in  employment  of  the  Company;  the  number  of  miles  run  by 
passenger,  by  freight  and  other  trains ;  which  report  shall  be 
verified  by  the  affidavit  of  at  least  two  of  the  directors,  and 
filed  in  the  office  of  the  Secretary  of  State. 

SEC.  33.  The  said  Company  shall  pay  to  the  State  an  an- Tax- 
nual  tax  of  one  half  of  one  per  cent,  upon  the  capital  stock 
paid  in,  including  the  two  millions  of  purchase  money  paid 
to  the  State,  until  the  first  day  of  February,  eighteen  hundred 
and  fifty  one,  and  thereafter  an  annual  tax  of  three-fourths  of 
one  per  cent,  upon  its  capital  stock  paid  in,  including  the  two 
millions  of  purchase  money  paid  to  the  State,  and  also  upon  all 
loans  made  to  said  Company,  for  the  purpose  of  constructing 
said  rail  road,  or  purchasing,  constructing,  chartering  or 
hiring  of  the  steamboats,  authorized  by  this  act  to  be  held  by 
said  Company,  which  tax  shall  be  paid  in  the  last  week  in 
January  in  each  year,  to  the  State  Treasurer,  and  the  proper-  when  pay*- 
ty  and  effects  of  said  Company,  whether  real,  personal  or 
mixed,  shall,  in  consideration  thereof,  be  exempt  from  all 
and  every  other  tax,  charge  and  exaction,  by  virtue  of  any 
laws  of  this  State  now  or  hereafter  to  be  in  force,  except  pen- 
alties by  this  act  imposed. 

SEC.  34.  The  State  shall  have  a  lien  upon  the  rail  road  of  state  uen. 
said  Company,  and  its  appurtenances  and  stock  thereon,  for 
all  penalties,  taxes  and  dues  which  may  accrue  to  the  State 
from  said  Company,  which  lien  of  the  State  shall  take  prece- 
dence of  all  other  debts  or  demands,  judgments  or  decrees 
against  said  Company;  and  the  citizens  of  this  State  shall 
have  a  lien  upon  all  the  personal  property  of  said  Company 
for  all  dues  or  demands  against  said  Company  to  the  amount 
of  one  hundred  dollars,  originally  contracted  within  this  State, 
which,  after  said  lien  of  the  State,  shall  take  precedence 


30  CHARTER. 

of  all  other  debts  or  demands,  judgments  or  decrees,  liens  or 
mortgages  against  said  Company. 
Penalty  for       SEC.  35.  If  any  person  shall  intentionally  do  or  cause  to  be 

damaging  •/    f  •> 

done,  or  aid  in  doing  or  causing  to  be  done,  any  act  or  acts 
whatever,  whereby  any  building,  construction  or  work  of  said 
Company,  or  any  engine,  machine  or  structure,  or  any  mat- 
ter or  thing  appertaining  to  the  same,  shall  be  stopped,  ob- 
structed, impaired,  weakened,  injured  or  destroyed,  the  per- 
son or  persons  so  offending,  shall  be  guilty  of  a  misdemeanor, 
and  may  be  punished,  upon  conviction,  by  fine  or  by  imprison- 
ment not  exceeding  five  years,  or  both,  at  the  discretion  of  the 
court;  and  shall  forfeit  and  pay  to  said  corporation  treble  the 
amount  of  damages  sustained  by  means  of  such  offense  or 
injury,  to  be  recovered  in  the  name  of  the  said  Company, 
with  costs  of  suit,  by  action  of  trespass. 
Eight  of  re-  SEC.  36.  The  State  may,  at  any  time  after  the  first  day  of 

purcbaie.  J  T  J  •/ 

January,  eighteen  hundred  and  sixty-seven,  purchase  and 
take  from  said  Company,  said  rail  road  and  all  the  property, 
effects  and  assets  of  said  Company,  and  said  rail  road  and 
the  appurtenances  thereof;  and  all  the  estate,  property,  ef- 
fects and  assets  of  said  company,  (subject  to  all  existing  mort- 
gages or  other  liens  thereon  on  account  of  loans,  the  proceeds 
of  which  shall  have  been  invested  in  the  said  road  and  other 
works  of  said  company,)  shall  fully  and  for  ever  vest  in  and 
become  the  estate,  property  and  effects  of  the  State,  to  all  in- 
tents and  purposes,  so  soon,  and  whenever  after  the  day 
aforesaid,  the  State  shall  pay,  or  cause  to  be  paid  to  said 
Company  the  value  of  the  entire  stock  of  and  shares  in  said 
Company,  at  the  market  value  of  such  stock  or  shares,  and  ten 
percent  in  addition  to  such  market  value  of  said  stock  or  shares; 
such  market  value  to  be  ascertained  by  taking  the  average  of  the 
public  sale  prices  of  said  stock  or  shares,  as  made  in  the  city 
of  Boston,  in  Massachusetts,  and  in  the  city  of  New  York,  in 
the  State  of  New  York,  during  the  twelve  months  next  pre- 
ceding the  first  day  of  January,  in  the  year  in  which  the 
State  shall  so  purchase;  but  in  no  case  shall  the  amount  to  be 
paid  be  less  than  the  amount  of  capital  actually  paid  in  by 


CHARTER.  3 

the  stockholders  of  said  Company;  and  in  case  the  State  and 
said  Company  cannot  agree  upon  the  market  value  of  said 
stock  or  shares,  the  Supreme  Court  of  this  State  shall  be  com. 
petent  to  determine  the  same,  upon  application  therefor  to  be 
made  to  said  court,  within  six  months  after,  the  State  shall 
elect  to  purchase;  and  the  moneys  so  to  be  paid  to  said  Com. 
pany  shall  be  payable  at  the  treasury  of  the  State  of  Michi- 
gan, in  lawful  current  money  of  the  United  States,  within 
two  years  after  the  time  when  the  State  shall  elect  to  pur- 
chase, and  the  amount  to  be  paid  shall  have  been  determined, 
as  herein  provided,  upon  three  months'  previous  notice  of  the 
time  of  such  payment,  to  be  published  weekly,  in  one  or 
more  newspapers  published  in  the  city  of  Detroit,  or  at  the 
capitol  of  the  State  of  Michigan,  and  thereupon  the  corpo- 
rate powers  and  franchises  of  said  Company  shall  wholly 
cease,  and  the  rights  and  franchises  vested  or  which  may  vest 
in  said  Company  under  or  by  virtue  of  this  act,  shall  not  in 
any  manner  be  prejudiced  or  affected,  save  as  herein  pro" 
vided,  or  by  judicial  proceedings,  or  by  a  re-purchase  of  said 
rail  road,  to  be  made  by  the  State  in  manner  aforesaid  :  Pro- 
vided, That  wherever  in  this  act  provision  is  made  for  a  pen-  wherepena 

*  ty  no  forfei- 

alty  to  accrue,  for  the  doing  or  not  doing  any  act,  said  Com- ture 
pany  shall  in  no  wise  be  prejudiced  by  the  doing  or  not 
doing  of  such  act,  except  by  the  enforcement  of  such  penalty. 

SEC.  37.  All  lands  and  property,  and  rights  and  interests  On  ro.plir. 
therein,  acquired  by  said  company,  by  purchase  or  otherwise,  toves'unth 
in  case  of  the  re-purchase  of  the  rail  road  of  said  Company  by 
the  State,  shall  become  vested  in  the  State  in  as  full  and  am- 
ple a  manner  as  the  same  were  vested  in  or  exercised  or 
enjoyed  by  said  Company;  and  all  deeds  and  conveyances, 
gifts|and  grants  of  real  or  personal  property  to  said  Company, 
and  all  inquisitions  taken  or  had  under  this  act,  to  which  said 
Company  shall  be  a  party,  shall,  in  case  of  re-purchase,  ac- 
crue to  the  State  in  the  same  and  as  full  and  ample  a  manner 
as  if  the  State  had  been  the  party  to  such  deeds,  conveyances, 
gifts,  grants  and  inquisitions,  instead  of  said  Company;  and 


32  CHARTER. 

the  State  shall  have  full  right  and  authority  to  have  and  use 
the  same,  and  sell,  assign  and  transfer  the  same  to  any  per- 
son or  persons  whatever. 

D.S. Mail.  SEC.  38.  Said  Company  shall,  at  all  times,  if  required  by 
the  Post  Office  Department,  transport  the  United  States  mail 
upon  said  road,  as  often  as  their  cars  shall  pass  thereon,  not 
exceeding  twice  in  each  day,  for  such  compensation  as  shall 
be  agreed  upon  by  said  Company  and  the  said  Department; 
and  in  case  no  such  agreement  can  be  made,  then  it  shall  be 
lawful  for  the  governor  of  this  State  to  appoint  two  commis- 
sioners, and  said  Company  one,  who,  or  a  majority  of  them, 
shall  agree  upon  and  fix  the  prices,  terms  and  condition  for 
transporting  such  mail  after  fifteen  days'  notice  to  said  Com- 
pany :  Provided^  That  nothing  herein  contained  shall  be 
construed  to  require  any  of  the  vehicles  of  said  Company  to 
wait  at  any  office  for  the  change  of  mail. 

Eight  or  SEC.  39.  The  State  reserves  the  right,  at  any  time  after 

repeal.  ° 

thirty  years  from  the  passage  of  this  act,  by  a  vote  of  two-thirds 
of  each  branch  of  the  Legislature,  to  alter,  amend  or  repeal 
f.he  same ;  Provided,  That  said  Company  shall  be  compen- 
sated by  the  State  for  all  damages  sustained  by  reason  of  such 
alteration,  amendment  or  repeal. 

SEC.  40.  This  act  shall  take  effect  and  be  in  force  from  and 
after  its  passage. 

Approved  March  28, 1846. 


CHARTER.  33 

AN    ACT 

To  amend  an,  Act  entitled  "An  Act  to  authorize  the  sale  of 
the  Central  Rail  Road,  and  to  incorporate  the  Michigan 

,  Central  Rail  Road  Company?  approved  March  twenty- 
eight?^  one  thousand  eight  hundred  and  forty-six. 

SECTION  1.  JBe  it  enacted  lyy  the  Senate  and  House  of  Repre- 
sentatives of  the  State  of  Michigan,  That  section  first  of  the 
act  to  which  this  is  amendatory,  be  amended  by  striking 
therefrom  the  words,  "  and  in  case  of  judgment  against  them 
they  shall  pay  full  costs." 

Also,  that  section  five  be  amended  by  inserting  after  the 
words,  "  paying  or  tendering  therefor,"  the  words  "  or  de- 
positing with  the  treasurer  of  the  State,  subject  to  the  order 
of  the  court,  which  may  confirm  the  inquisition  of  the  jury." 

Also,  that  section  thirty-eight  be  amended  by  striking, 
therefrom  the  words,  "  two  commissioners  and  said  Company 
one,  who,"  and  insert  in  lieu  thereof  the  words,  "  one  com- 
missioner and  said  Company  one,  who,  if  they  cannot  agree, 
shall  appoint  a  third;  which  said  commissioners." 

SEC.  2.  This  act  shall  take  eifect  and  be  in  force  whenever 
the  written  assent  thereto  of  the  said  Company,  signed  by  a 
Majority  of  the  directors  thereof,  shall  be  deposited  in  the 
office  of  the  Secretary  of  State. 

Approved  April  1, 1846. 


AN    ACT 

To  amend  an  Act  entitled  '-'•An  Act  to  auiJwrize  the  sale  of  the 
Central  Rail  Road,  and  to  incorporate  the  Michigan  Central 
Rail  Road  Company?  approved  March  28, 1846. 

SECTION  1.  Be  it  enacted  by  the  Senate  and  House  of  Rep- 
resentatives of  the  State  of  Michigan,  That  the  annual  reports 


34  CHARTER. 

of  the  Michigan  Central  Kail  Koad  Company  to  the  Secretary 
of  State,  required  by  the  thirty-second  section  of  the  act  incor- 
porating said  Company,  shall  hereafter  embrace  the  business 
of  said  Company  for  each  year  to  the  first  day  of  December, 
instead  of  the  first  day  of  January,  as  is  provided  in  said 
section,  and  such  reports  shall  hereafter  be  made  annually,  on 
the  tenth  day  of  January,  instead  of  the  twenty-fifth  day  of 
January,  as  provided  in  the  thirty  second  section  of  said  act. 

SEC.  2.  The  Directors  of  said  Company  shall  hereafter  be 
chosen  annually,  on  the  fourth  Monday  in  June,  instead  of 
the  second  Monday  in  June,  as  provided  in  the  twenty-fifth 
section  of  said  act. 

SEC.  3.  This  act  shall  take  effect  and  be  in  force  from  and 
after  the  first  day  of  July,  in  the  year  one  thousand  eight 
hundred  and  forty-seven:  Provided^  Said  Company  shall,  on 
or  before  that  time,  have  accepted  this  act,  and  filed  their  ac- 
ceptance in  writing,  signed  by  the  president  of  said  Com- 
pany, under  its  corporate  seal,  in  the  ofiice  of  the  Secretary 
of  State. 

Approved  March  16, 1847. 


[COPY.] 

DETROIT,  June  14,  1847. 

I  hereby  certify,  that  an  act  to  amend  an  act  entitled  "  an 
act  to  authorize  the  sale  of  the  Central  Rail  Road,  and  to  in- 
corporate the  Michigan  Central  Rail  Road  Company,"  which 
was  approved  March  16, 1847,  has  been  accepted  by  the  said 
Company,  in  conformity  with  the  provisions  therein  con- 
tained. 

In  witness  whereof  the  president  of  said  Company  has 
caused  to  be  attached  hereto  the  corporate  seal  of  the  Com- 
pany. (Signed,) 

JOHN  M.  FORBES, 
President  of  the  Mich.  Central  R.  E.  Co. 


CHARTER.  35 

AN  ACT 

To  amend  an  act  entitled  "An  Act  to  authorise  tJie  sale  of  the 
Central  Hail  Road  and  to  incorporate  the  Michigan  Central 
Rail  Road  Company? 

SECTION  1.  Be  it  enacted  by  the  Senate  and  House  of  Repre- 
sentatives of  the  State  of  Michigan :  That  it  shall  be  lawful  for 
the  Michigan  Central  Rail  Road  Company  to  aid  and  assist 
any  incorporated  rail  road  company  or  companies  authorized 
and  having  power  to  build  a  rail  road  from  the  southern  line 
of  this  State  near  Lake  Michigan  to  the  city  of  Chicago  in  the 
State  of  Illinois,  or  over  any  part  of  said  distance,  in  the  con- 
struction, maintenance  and  operation  of  any  such  rail  road,  to 
connect"  the  Central  Rail  Road  from  its  western  terminus 
with  said  Chicago,  and  for  such  purpose  may  take  and  hold 
stock  in  any  such  incorporated  rail  road  company  or  com- 
panies, and  may  enter  into  any  contracts  or  agreements  to 
make  or  to  guarantee  loans  of  money  to  any  such  company  or 
companies,  or  to  furnish  to  the  same  rail  road  iron  or  other 
materials  or  locomotive  power,  or  to  operate  such  rail  road, 
and  all  such  contracts  and  agreements,  and  all  securities  and 
obligations  made,  entered  into  or  taken  by  said  Michigan 
Central  Rail  Road  Company,  in  consideration  of  any  such 
contracts  or  agreements,  shall  be  in  all  respects  valid  and  ef- 
fectual in  law :  Provided,  That  nothing  in  this  act  contained 
shall  be  construed  to  authorize  the  said  Company  to  carry  on 
the  business  of  banking  or  brokerage,  or  to  take  or  hold  stock 
in  any  incorporated  banking  company :  And  provided,  also, 
That  nothing  in  this  act  shall  be  so  construed  as  to  change  the 
western  route  of  said  Central  Rail  Road,  as  fixed  by  section 
five  of  the  act  to  which  this  act  is  amendatory. 

SEC.  2.  This  act  shall  take  effect  whenever  the  said  Com- 
pany shall  file  their  acceptance  of  the  same  in  writing,  signed 
by  the  president  of  said  Company,  under  its  corporate  seal,  in 


30  CHARTER. 

the  office  of  the  Secretary 'of  State:  Provided^  Such  acceptance 
shall  be  so  filed  within  six  months  from  the  passage  of  this 
act. 

Approved  April  3, 1848. 


AN  ACT 

To  a/mend  cm  act  entitled  "An  Act  to  autlwrize  the  sale  of  tlie 
Central  Hail  Road,  and  to  incorporate  the  Michigan  Cen- 
tral Hail  Hood  Company"  approved  March  28, 1846. 

Act  NO  42  of     SECTION  1.  The  People  of  the  State  of  Michigan  enact,  That 
cS"nytud-  the  Michigan  Central  Eail  Koad  Company,  by  a  vote  of  its 

thorized  to 

uf  stock  capl~  directors  or  a  majonty  thereof,  may  increase  its  capital  stock 
from  time  to  time,  to  an  amount  necessary  to  cover  the  cost 
of  the  construction,  completion,  equipment,  operating  and 
keeping  up  of  their  road,  and  its  connections,  and  to  lay  down 
a  double  track,  for  the  same  and  both  within  and  without  said 

May  issue  State  ;  and  also  to  issue  their  bonds  from  which  to  pay  any 
debts  incurred  or  to  be  incurred,  for  such  purposes,  in  such 
sums  and  at  such  rates  of  interest  as  such  directors  or  a  ma- 
jority thereof  may  determine  ;  and  the  said  stock  and  bonds 
to  sell  and  dispose  of  at  such  rates  as  they  can,  and  as  said 
directors  or  a  majority  thereof  may  approve,  and  said  directors 
or  a  majority  thereof  may,  under  such  regulations  as  they  may 
adopt,  confer  on  the  holders  of  such  bonds  the  right  to  con- 
vert the  principal  due  thereon  into  the  stock  of  the  Company. 

May  mate        SEC.  2.  The  directors  of  said  Michigan  Central  Rail  Eoad 

^her^om-111  Company,  or  a  majority  of  them,  may  make  business  contracts 

panics. 

and  arrangements  with  any  rail  road  company  now  or  here- 
after to  be  organized  within  or  without  this  State  for  trans- 
portation of  persons  and  property,  and  for  operating  the  road 
of  any  such  company,  or  for  any  such  company  operating  on 
the  road  of  said  Michigan  Central  Rail  Road  Company,  and 
for  the  distribution  of  mutual  receipts  and  earnings,  or  other 


CHARTER.  37 

compensations,  as  may  be  agreed  upon  ;  and  the  said  Michi- 
gan Central  Kail  Road  Company  may  acquire  and  hold  in 
fee  or  otherwise,  lands  and  buildings  within  and  without  this 
State,  for  depot  and  storage  purposes,  for  the  convenience  of 
the  public,  and  which  may  be  necessary  for  the  purposes  of 
said  corporation. 

SEC.  3.  Said  Michigan  Central  Rail  Road  Company  shall  ^en^ 
erect  and  maintain  fences  on  the  sides  of  their  road,  of  the 
height  and  strength  of  a  division  fence  required  by  law,  with 
suitable  openings  and  gates  thereon,  and  convenient  farm 
crossings  of  the  road  for  the  use  of  the  proprietors  of  lands 
adjoining  such  rail  road,  and  also  to  construct  and  maintain  Cattle  guards 
cattle  guards  at  all  road  crossings,  except  in  cities  and  vil- 
lages, suitable  and  sufficient  to  prevent  cattle  and  animals 
from  getting  on  to  the  rail  road  ;  until  such  fences  and  cattle  JaSSl^to 
guards  shall  be  duly  made,  said  Michigan  Central  Rail  ?oa™fs fenced 
Road  Company  and  its  agents  shall  be  liable  for  all  dam- 
ages which  shall  be  done  by  their  agents  to  cattle,  horses  or 
other  animals  thereon,  and  for  all  other  damages  consequent 
upon  their  refusal  or  neglect  to  maintain  fences  as  aforesaid; 
and  after  such  fences  and  guards  shall  be  duly  made  and 
maintained,  said  Company  shall  not  be  liable  for  any  such 
damages,  unless  negligently  or  wilfully  done;  and  if  any  per. 
son  shall  ride,  lead  or  drive  any  horse  or  animal  on  such  road? 
and  within  such  fence  or  guards,  other  than  farm  crossings 
without  the  consent  of  said  Company,  he  shall,  for  every  such 
offence,  forfeit  a  sum  not  exceeding  ten  dollars,  and  shall  also 
pay  all  damages  which  may  be  sustained  thereby,  to  the  party 
aggrieved. 

SEC.  4.  This  act  shall  take  effect  and  be  in  force  upon  ac-  when  this 
ceptance  thereof  by  said  Company,  and  the  filing  of  such  effect. 
acceptance  in  the  office  of  the  Secretary  of  State. 

Approved  February  13,  1855. 


3g  CHARTER. 

AN    ACT 

To  amend  an  Act  entitled  "An  Act  to  incorporate  tlie  Buffalo 
and  Mississippi  Hail  Road  Company"  approved  February 
6,  1835,  and  the  several  acts  amendatory  thereto. 

SECTION  1.  Be  it  enacted  lyy  the  General  Assembly  of  the 

State  of  Indiana,  That  Chauncey  B.  Blair,  Andrew  L.  Os- 

Bond  of  com-  born,  Abraham  P.  Andrew,  jr.,  "William  C.  Hannah  and  "Wil- 

missioners  of    .  .  . 

ron^muted  liam  •"  Walker,  and  their  successors  in  omce,  to  be  elected  as 
ere'  hereinafter  provided,  shall  be,  and  they  are  hereby  constitu- 
ted, a  board  of  Commissioners,  to  take  charge  of  the  western 
division  of  the  Buffalo  and  Mississippi  Rail  Road,  which  said 
western  division  shall  comprise  all  of  said  road  west  of  La- 
porte,  in  the  County  of  Laporte;  and  as  such  board,  they 
shall  be  vested  with  all  the  powers,  rights,  and  capacities 
touching  the  said  western  division  as  are  now  possessed  by  the 
directors  of  said  company ;  and  shall  [in  and  over  said  divi- 
sion, for  the  purposes  of  constructing,  operating  and  stocking 
said  road,  and  for  all  purposes  connected  therewith,  be  clothed 
with  all  the  rights,  privileges  and  franchises  secured  to  the  di- 
directors  of  said  company  by  the  charter  thereof,  or  the  amend- 
ments made  or  to  be  made  thereto;  and  they  are  hereby  au- 
thorized to  construct  all  or  any  part  of  said  road  lying  west  of 
the  village  of  Laporte;  and  also  a  branch  of  said  road  from 
Michigan  City  to  the  southern  line  of  the  State  of  Michigan, 
in  the  direction  of  New  Buffalo,  to  connect  with  the  road  of 
the  Michigan  Central  Rail  Road  Company,  with  all  proper 
fixtures,  shops,  depots  and  other  appurtenances. 

SEC.  2.  Said  board  of  Commissioners,  under  the  name  and 

style  of  the  Board  of  Commissioners  for  the  Western  division 

of  the  Buffalo  and  Mississippi  Rail  Road,  shall  have  full 

power  and  authority  to  enter  into  any  contract  or  contracts, 

agreement  or  agreements,  with  any  person  or  persons,  body  or 

powertooon-  bodies  politic  or  corporate  in  this  State  or  out  of  it,  for  a  loan  or 

loans  ^a  to  loans  of  money  for  the  purchase  of  iron  or  other  materials, 

lease.  * 

for  the  construction  of  said  branch  road,  and  may  contract  to 


CHARTER.  39 

lease  the  same  for  such  time  as  may  be  deemed  expedient,  or 
may,  in  advance,  contract  to  make  a  lease  of  said  branch 
road  and  said  fixtures,  depots,  shops  and  appurtenances,  in 
consideration  of  an  advance  of  money  wherewith  to  build  the 
same. 

SEC.  3.  They  shall,  in  like  manner,  have  full  power  and 
authority  to  enter  into  any  contract  or  contracts,  agreement  or 
agreements,  with  any  person  or  persons,  body  or  bodies  poli- 
tic or  corporate,  either  in  the  State  or  out  of  it,  for  any  loan 
or  loans  of  money,  at  a  rate  of  interest  not  exceeding  eight 
per  centum  per  annum,  payable  semi-annually,  and  the  prin- 
cipal payable  at  any  time  after  ten  years,  subject,  however,  to 
the  provisions  hereinafter  provided  for  the  construction  of  the 
main  line  of  the  said  western  division  of  said  road,  and 
proper  and  suitable  buildings  and  appurtenances  thereto,  and  Power  to 
stocking  the  same,  and  for  charge  of  the  rail  as  hereinafter  porfJ^1*" 
provided;  and  if  any  such  loan  or  loans  shall  be  obtained  *" 
from  the  Michigan  Central  Rail  Road  Company  or  its  stock- 
holders, or  through  its  or  their  agency,  it  shall  be  competent 
for  the  said  commissioners  to  agree  that  the  western  division 
of  said  road  or  any  part  of  it  shall  be  constructed  and  said 
money  expended  in  said  construction,  under  the  direction 
and  by  the  superintendent  of  the  Michigan  Central  Rail 
Road  Company,  and  to  place  the  said  western  division  of 
said  road,  or  any  part  thereof,  into  the  possession  of  the  said 
Company,  or  the  lenders  of  the  said  money,  together  with 
the  stock,  fixtures  and  appurtenances  thereof,  under  a  mort- 
gage or  other  conveyance,  by  way  of  security,  with  such  or 
like  powers  as  are  described  in  section  one  of  the  amendment 
to  the  charter  of  the  Buffalo  and  Mississippi  Rail  Road  Com- 
pany, approved  January  21st,  1839,  or  otherwise,  as  security 
for  the  repayment  of  said  loan  or  loans,  with  full  power  to 
manage,  operate  or  control  the  same ;  subject,  however,  to 
be,  and  the  same,  on  the  demand  of  the  said  board  of 
directors,  shall  be  restored  to  the  possession  and  control 
of  the  directors  of  the  said  company,  upon  the  expiration 


40  C  H  A  R  T  E  R . 

of  the  period  for  which  said  loan  or  loans  shall  be  made, 
and  the  completion  of  the  entire  line  of  the  road  of  said 
company  across  the  State:  Provided,  That  the  said  com- 
missioners shall,  in  no  case,  by  such  mortgage  or  otherwise, 
encumber  or  exercise  any  control  over  the  said  road  east  of 
Laporte,  nor  shall  any  debt  created  by  them,  constitute  any 
charge  or  liability  upon  or  against  that  portion  of  said  road 
east  of  Laporte,  or  the  stockholders  thereof.  Such  change  of 
possession,  however,  not  to  impair  or  in  any  way  affect  the 
validity  of  said  mortgage  or  the  rights  of  said  mortgagees 
thereunder;  and  said  commissioners  may  make  any  contract 
or  agreement  for  the  operation  and  stocking  said  western  di- 
vision of  said  road,  and  for  the  division  of  profits  thereof,  as 
they  may  deem  advisable,  and  as  may  be  agreed  upon  be- 
tween them  and  other  contracting  parties;  and  in  case  the 
lenders  of  said  money  or  the  mortgagees,  shall  be  compelled 
to  enforce  said  security,  by  reason  of  any  default  in  payment, 
and  procure  a  sale  of  said  road  west  of  Laporte,  or  which 
may  have  been  conveyed  to  them,  then  the  purchasers  at  said 
sale  shall  be  entitled  to  the  like  franchises  and -privileges  as 
the  Buffalo  and  Mississippi  Eail  Road  Company  are  now  en- 
titled to,  and  said  franchises  and  privileges  shall  attach  to 
and -accompany  the  said  road:  Provided,  however,  The  fran- 
chises and  privileges  of  the  Buffalo  and  Mississippi  Bail 
Road  Company  and  its  rights  east  of  Laporte,  shall  in  no 
wise  be  impaired  or  affected  thereby;  and  said  parties  loan- 
ing said  money,  or  said  mortgagees,  shall  have  full  power, 
from  time  to  time,  to  repair  said  road,  and  make  such  im- 
provements, constructions  and  erections,  out  of  the  earnings 
of  said  road,  as  may  be  deemed  necessary  to  facilitate  busi- 
ness: Provided,  That  until  the  said  western  division  of  said 
road  shall  be  restored  to  the  possession  of  said  directors  of 
the  Buffalo  and  Mississippi  Rail  Road  Company,  the  Michi- 
gan Central  Rail  Road  Company,  or  other  party  or  parties  in 
interest,  whether  as  stockholders  or  lenders,  shall  use  and 
operate  the  said  road  upon  their  own  account,  and  at  their 


CHARTER.  41 

own  risk  and  expense,  and  shall  take  and  share  all  the  pro- 
ceeds thereof  in  lieu  of  said  interest;  and  said  commissioners 
may  make  such  contract  with  the  lenders  for  the  division  of 
profits  as  between  them  and  stockholders  as  may  be  deemed 
just  and  equitable,  and  the  Buffalo  and  Mississippi  Kail  Road 
shall  not  be,  until  such  surrender,  liable  for  said  interest  or 
for  any  expenditures  for  repairs  or  for  costs  of  operating  the 
road,  until  said  western  division  shall  be  restored  to  said 
directors  as  aforesaid,  from  which  time  said  eight  per  cent, 
interest  shall  become  payable,  and  until  that  time,  said  par- 
ties, receiving  said  profits,  shall  not  be  required  to  render  any 
account  of  the  revenues,  business,  or  expenditures  of  or  upon 
said  road;  and  it  shall  be  competent  for  said  commissioners 
to  agree  that  said  western  division  shall  remain  in  possession 
of  said  lenders  until  said  loan  shall  become  due  and  payable; 
and  in  case  any  permanent  erections  or  improvements  shall 
be  made  upon  said  road  during  said  time,  or  in  case  it  shall 
become  expedient  to  place  upon  said  road  a  T  rail,  the  cost  Permanent 

erection  or  T 

and  expense  of  such  improvement  and  change  of  rail  shall  cnarg°edeon 
be  added  to  the  amount  of  said  loan. 
SEC.  4.  Said  parties  or  mortgagees  shall  render  to  the  com-  Mortgageesto 

-1-  °  render  ac- 

missioners,  and  also  to  the  directors  of  said  Buffalo  and  Mis-  £°n£eVoffcon- 
sissippi  Rail  Road  Company,  a  full  statement  of  all  the  capi- 
tal invested  in  the  construction  of  said  western  division,  and 
also  of  all  additional  investments  for  any  permanent  im- 
provements and  erections,  and  also  for  the  change  of  the  flat 
rail  for  the  T  or  heavy  rail,  in  case  any  such  change  shall  be 
deemed  expedient. 

SEC.  5.  In  c^se  it  shall  so  happen,  from  any  cause,  that  any 
portion  of  the  Buffalo  and  Mississippi  Bail  Road  shall  not  be 
completed  within  the  time  required  by  its  charter  or  the 
amendments  thereto,  such  failure  to  complete  said  road  shall  Failure  to 

complete 

not  be  deemed  a  breach  or  violation  of  said  charter,  or  of  the  Caen0 of 
duties  of  the  said  company  thereunder,  but  all  the  rights  and  c 
privileges  granted  to  the  said  company,  and  its  charter,  shall 
attach  to  and  become  the  rights  an$  privileges,  and  the  char- 


42  CHARTER. 

ter  of  the  portion  of  said  road  which  shall  be  completed,  and 
no  act  or  omission  of  duty  done  or  committed  by  the  company 
or  directors,  or  said  commissioners  thereof,  which  may  be  a 
cause  of  forfeiture  of  its  franchises,  or  any  part  thereof,  shall 
in  any  way  impair  or  affect  the  rights  of  the  lenders  of  said 
money  or  the  said  mortgagees  or  their  assigns,  secured  to 
them  under  said  charter  and  amendments  thereto. 

SEC.  6.  In  case  of  any  appeal  from  the  judgment  of  any 
justice  of  the  peace,  upon  any  report  of  any  jury  for  the  ap- 
praisal of  damages  touching  the  rights  of  way,  or  for  lands 
taken  for  the  purpose  of  constructing  thereon  the  road  of  said 
Appeal  from  Company,  as  provided  in  its  charter  and  amendments  thereto, 

appraisal  not  r        J  '          r 

lnt?yeonnt  sucn  appeal  shall  not  prevent  the  said  Company  from  pro- 
ceeding in  the  construction  of  said  road  over  said  lands,  nor 
deprive  it  of  its  right  of  entry  thereon  for  that  purpose,  which 
right  is  hereby  expressly  granted :  Provided,  That  before  said 
Company  shall  so  enter  and  construct  said  road,  it  shall 
either  tender  to  the  owner  of  said  lands  the  full  amount  of 
damages  which  shall  have  been  adjudged  to  him  or  her,  or 
shall  pay  the  same  into  the  court  to  which  such  appeal  may 
be  taken,  subject  to  the  order  of  said  court ;  and  every  such 
appeal  shall  be  taken  within  twenty  days  from  the  rendition 
of  said  judgment,  and  not  afterwards,  and  acceptance  of  the 
amount  of  the  judgment  when  tendered,  shall,  in  all  cases, 
be  taken  to  be  a  waiver  right  of.  the  right  to  appeal  and  a 
certified  transcript  of  the  judgment  of  the  said  justice  or 
of  the  court  to  which  such  appeal  shall  be  taken,  may 
be  taken  by  the  Company,  and  caused  to  be  recorded  in 
the  Recorder's  office  of  the  county  where  said  lands  are  situ- 
ate, and  such  records  shall  be  notice  to  all  the  world  of  the 
rights  of  the  Company  ;  and  incase  of  any  appeal,  judgment 
shall  be  recovered  against  said  Company  for  a  larger  amount 
than  was  recovered  before  said  justice,  then  said  Company 
shall,  within  sixty  days  from  the  date  of  said  judgment,  pay 
the  difference  between  the  amount  of  the  judgment  before  the 
justice,  and  that  before  the  said  court,  in  case  the  amount  of 


CHARTER.  43 

the  judgment  before  the  justice  shall  have  been  previously 
paid  into  court ;  and,  if  not,  then  the  whole  of  said  judgment 
in  the  appelate  court  shall  be  paid  to  the  owner  of  said  land, 
within  the  same  time,  or  in  default  thereof,  execution  may 
issue  therefor,  and  in  case  it  shall  at  any  time  be  found  that 
the  said  Company  is  or  shall  be  in  possession  of  land,  the  title 
to  which  has  not  been  made  perfect  in  said  company,  it  may 
obtain  title  to  the  same,  by  appraisal,  judgment,  and  payment 
therefor,  as  in  other  cases  provided  for  in  said  charter  and 
amendments  thereto. 

SEC.  7.  In  case  any  persons  shall  wish  to  become  stockhold- 
ers in  said  western  division  of  said  road,  the  said  commis. 
sioners  shall  have  power  to  open  books  at  Laporte,  and  Michi- 
gan City,  under  such  regulations  as  they  may  deem  proper 

for  subscriptions  of  stock,  and  shall  have  and  exercise  the  same  commission- 
ers may  open 

power,  to  collect  the  subscriptions  and  enforce  payment  there. 8tock  books- 
of,  as  the  charter  of  the  said  Company  secures  to  the  directors 
thereof,  and  in  the  same  manner,  and  in  case  loans  of  money 
shall  also  be  made,  the  said  commissioners  may  make  such 
agreement  with  the  lenders  thereof,  relative  to  the  dividends 
upon  said  stock  as  between  the  said  stockholders  and  lenders, 
as  may  be  deemed  by  the  parties  contracting,  just  and  pro- 
per. 

SEC.  8.  Whenever  the  portion  of  the  road  which  may  be 
mortgaged  under  this  act,  or  placed  in  the  control  of  the 
Michigan  Central  Rail  Road  Company,  or  the  lenders  of  said 
money,  shall  be  restored  to  the  possession  of  the  Buffalo  and 
Mississippi  Rail  Road  Company,  it  shall  nevertheless  be  the 
duty  of  the  Buffalo  and  Mississippi  Rail  Road  Company, 
and  it  is  hereby  required  thereafter  always,  to  transport 
freight  and  passengers  to  and  from  Michigan  City,  and  to  and 
from  the  depots  used  by  the  Michigan  Central  Rail  Road 
at  Michigan  City,  and  over  that  portion  of  the  Buffalo  and 
Mississippi  Rail  Road  between  Michigan  City  and  the  Illi- 
nois line,  for  rates  of  fare  which  shall  not  exceed  per  mile  the 
lowest  rates  charged  to  any  other  parties  on  any  portion  of 


44  CHARTER. 

the  whole  of  the  said  Buffalo  and  Mississippi  Eail  Koad,  or 
any  road  connected  therewith,  by  contract  or  otherwise,  in  the 
division  of  profits,  and  shall  draw  the  cars  of  the  Michigan 
Central  Kail  Road  Company,  over  the  road  between  Michi- 
Freight  and  gan  City  and  the  Illinois  line,  with  the  engines  of  the  Buffalo 

passengers  to  .      .         .  . 

be  t^nsport-  and  Mississippi  Kail  Koad  Company,  in  such  a  manner  as  to 
accommodate  the  Michigan  Central  Kail  Koad  Company,  in 
the  transportation  of  its  freight  and  passengers,  allowing  said 
Company  a  reasonable  and  just  compensation  for  the  use  of 
its  cars.  And  the  width  of  the  track  of  the  Buffalo  and  Mis- 
sissippi Kail  Koad  shall  not  in  such  case  be  changed  so  as  to 
defeat  this  object.  And  in  case  it  should  so  happen  that  the 
money  loaned  and  secured  by  mortgage,  shall  not  be  paid, 
and  said  mortgage  shall  be  foreclosed  as  contemplated  in  this 
act,  and  the  property  in  said  western  division,  or  in  said  road 
from  Michigan  City  to  the  Illinois  line,  shall  become  vested  in 
any  other  parties  than  the  Buffalo  and  Mississippi  Kail  Koad 
Company,  then  and  in  that  case  the  parties  that  shall  become 
the  purchasers,  and  their  assigns,  shall  be  required  forever  to 
transport  freight  and  passengers  over  said  road,  between 
Michigan  City,  or  Laporte,  as  the  case  may  be,  and  the  Illi- 
nois State  line,  to  and  from  Michigan  City,  or  Laporte,  as  the 
case  may  be,  and  to  and  from  the  road  of  the  Buffalo  and 
Mississippi  Rail  Road  Company,  in  connection  therewith  at 
either  of  those  points — for  rates  of  fare  which  shall  not  ex- 
ceed, per  mile,  the  lowest  rates  charged  to  any  other  parties, 
or  any  portion,  or  the  whole  of  the  Michigan  Central  Kail 
Road,  or  any  road  connected  therewith,  by  contract  or  other- 
wise,  in  the  division  of  profits  ;  and  shall  draw  the  cars  of 
the  Buffalo  and  Mississippi  Rail  Road  Company,  between 
Michigan  City,  or  Laporte,  as  the  case  may  be,  and  the  Illi- 
nois line,  with  the  engines  of  the  party  purchasing  said  road 
or  their  assigns  ;  in  such  a  manner  as  to  accommodate  the 
Buffalo  and  Mississippi  Rail  Road  Company,  in  the  trans- 
portation of  freight  and  passengers,  allowing  said  company  a 


CHARTER.  45 

just  and  reasonable  compensation  for  the  use  of  said  cars,  but 
charging  freight  as  aforesaid. 

And  in  like  manner,  in  all  respects,  in  case  that  portion  of 
the  Buffalo  and  Mississippi  Rail  Road  east  of  Laporte,  and 
between  Laporte  and  Michigan  City,  shall  be  completed  and 
put  in  operation  before  the  said  western  division,  or  that  por- 
tion of  said  road  from  Michigan  City  to  the  Illinois  line  shall 
be  restored  to  the  possession  of  the  Buffalo  and  Mississippi 
Rail  Road  Company,  it  shall  be  the  duty  of  the  Michigan 
Central  Rail  Road  Company,  or  other  party  or  parties  in  in- 
terest, to  transport  the  freight  and  passengers  and  draw  the 
cars  of  the  Buffalo  and  Mississippi  Rail  Road  Company  over 
said  western  division,  or  the  Rail  Road  from  Michigan  City 
to  the  Illinois  line,  so  as  to  accommodate  the  Buffalo  and  Mis- 
sissippi Rail  Road  Company  in  the  transportation  of  freight 
and  passengers,  and  subject  to  the  same  terms  as  to  charges 
for  freight,  and  pay  for  the  use  of  cars. 

SEC.  9.  In  case  sail  road  shall  be  sold  under  the  said  mort- 
gage, and  the  property  therein  and  the  franchises  thereof 
shall  become  vested  in  any  parties,  other  than  the  Buffalo  and 
Mississippi  Rail  Road  Company,  or  in  case  said  portion  of 
said  road  should  remain  in  the  possession  of  said  company, 
and  the  charter  of  the  company  on  the  residue  of  said  route, 
should  by  any  contingency  become  forfeited,  and  that  subse- 
quently said  charter  should  be  revived  or  a  new  one  granted, 
then,  and  in  that  case,  the  parties  that  shall  become  purchas-  Newcomp. 

*  or  venders — 

ers  or  otherwise  have  possession  of  said  portion  of  said  road  tlielrrl«hts- 
and  their  assigns,  shall  be  required  forever  to  transport  freight 
and  passengers  over  the  said  road  between  Michigan  City  or 
Laporte,  as  the  case  may  be,  and  the  Illinois  State  line,  to 
and  from  Michigan  City  or  Laporte  as  aforesaid,  and  to  and 
from  the  road  of  said  company  at  Michigan  City  or  Laporte 
as  aforesaid,  organized  under  such  renewed,  or  newly  granted, 
charter,  for  rates  of  fare,  which  shall  not  exceed,  per  mile,  the 
lowest  rates  charged  to  any  other  parties  or  any  portion,  or 
the  whole  of  the  said  Michigan  Central  Rail  Road,  and  shall 


46  CHARTER. 

draw  the  cars  of  said  newly  organized  company  on  and  over 
the  road  between  Michigan  City,  or  Laporte,  as  aforesaid, 
and  the  Illinois  line,  with  the  engines  of  the  said  parties  pur- 
chasing or  owning  said  road,  or  their  assigns,  in  such  a  man- 
ner as  to  accommodate  such  newly  organized  company,  in 
the  transportation  of  its  freight  and  passengers,  allowing  said 
company  a  reasonable  compensation  for  the  use  of  its  cars, 
but  charging  freight  as  aforesaid. 

SEC.  10.  In  case  the  Michigan  Central  Kail  Road  Company, 
or  other  persons  or  party  constructing  said  branch  rail  road, 
or  for  whom  the  same  may  be  constructed,  or  their  or  either 
of  their  assigns,  shall  enter  into  any  arrangement  either  with 
the  Southern  Michigan  Rail  Road  Company,  or  the  Erie  and 
Kalamazoo  Rail  Road  Company,  or  any  other  Rail  Road 
contractwith  Company  in  Michigan,  for  the  formation  of  any  connection 

anyother  .  .-,,.,. 

wet^w'ortt   ^herewith,   except  as  provided  in  this  act,  whereby  either 
»  forfeiture.  or  passengers  to  or  from  Toledo  shall  be  carried  on  said 


branch  road,  from  Michigan  City  to  the  northern  State  line, 
and  thereby  open  a  communication  between  Toledo  and  Chi- 
cago to  the  detriment  of  the  Buffalo  and  Mississippi  Rail 
Road,  until  the  same  shall  be  completed  through  between 
those  two  points,  it  shall  make  an  entire  forfeiture  of  the  said 
branch  road,  and  all  the  rights,  privileges,  and  franchises 
thereto  herein  granted  to  the  said  Central  Rail  Road  Com- 
pany, or  other  persons  for  whom  or  by  whom  the  said  branch 
road  may  be  undertaken  or  constructed,  or  their  assigns. 

SEC.  11.  The  said  board  of  commissioners  created  by  this 
act  shall  hold  their  offices  until  said  contracts,  or  contracts  for 
said  loans,  shall  have  been  made,  and  thereafter  they  shall  be 
elected  annually,  by  the  stockholders,  who  shall  become  such 
in  the  western  division  of  the  Buffalo  and  Mississippi  Rail 
Road  Company  upon  the  first  Monday  in  January  of  each 
year,  or  upon  such  other  day  as  shall  be  by  the  said  board 
appointed:  and  in  case  no  election  shall  be  had  upon  the  day 

Election  of 

common-  hereby  appointed,  the  commissioners  last  elected  or  appointed 
en.  style,    gjjgjj  ho\([  their  offices  until  a  new  election  shall  be  had. 


CHARTER.  »  47 

Said  commissioners  may  be  elected  from  stockholders  living 
either  within  or  out  of  the  State,  and  shall  have  power  to 
choose  a  president  from  among  their  number,  and  also  to  ap- 
point a  secretary  and  treasurer  of  said  board,  and  a  majority 
of  said  board  shall  be  a  quorum  to  transact  all  business,  and 
they  shall  enter  into  contracts  or  agreements  in  the  name  of 
the  "  Buffalo  and  Mississippi  Rail  Road  Company,  by  the 
Board  of  Commissioners,  for  the  western  division  of  said 
road,"  and  may  use  a  corporate  seal,  which  shall  be  the  seal 
of  the  said  board  or  of  the  said  company. '  But  they  shall 
exercise  no  control  or  have  any  thing  in  any  way  to  do  with 
or  encumber  that  portion  of  said  road  lying  east  of  Laporte; 
and  the  said  board  of  commissioners  shall  be  dissolved  when- 
ever the  Buffalo  and  Mississippi  Rail  Road  is  completed 
through  the  entire  line  of  its  route. 

SEC.  12.  The  present  outstanding  debt  of  the  Buffalo  and 
Mississippi  Rail  Road  Company  shall,  in  case  any  loan  of 
money  shall  be  made  for  the  construction  of  the  western 
division  of  said  road,  be  a  charge  upon  the  stock  subscribed  f0r^e°£bd^e 
for  said  division  and  upon  said  commissioners;  and  it  shall w>1)1 
be  the  duty  of  said  commissioners  to  procure  the  same  to  be 
cancelled,  paid,  or  otherwise  discharged,  and  leave  the  said 
company  from  any  liability  by  reason  thereof,  and  relieve  it 
from  all  obligation  to  pay  the  same. 

SEC.  13.  The  present  directors  shall,  when  this  act  is  ac- 
cepted, surrender  up  their  stock  to  the  company  to  be  can- 
celled, and  any  and  every  stockholder,  of  stock  subscribed 
previous  to  the  first  of  January,  1848,  may  and  shall  have 
the  right^  upon  request,  to  have  his  said  stock  cancelled  en- 
tirely; and  so  far  as  the  said  stock  shall  'be  surrendered  up 
a,nd  cancelled,  it  shall  be  the  same  as  if  it  had  never  been  Presents*** 

may  be  can- 

subscribed  for.    And  the  directors  of  said  Company  shall ce 
cancel  all  such  surrendered  and  all  forfeited  stock;  and  books 
shall  from  time  to  time  be  opened  and  stock  subscribed,  in 
the  same  manner  and  to  the  same  extent  as  if  such  cancelled 
stock  had  never  been  taken. 


48 


When  this 
act  to  take 
effect. 


Directors  of 
Eastern  and 
Commiss.  of 
Western  Div- 
ision to  make 
mutual  re- 
ports. 


CHARTER. 

SEC.  14.  This  act  shall  take  effect  and  be  in  force  from  and 
after  the  time  when  the  same  shall  be  accepted  as  a  part  of 
the  charter  of  the  Buffalo  and  Mississippi  Rail  Road  Com- 
pany, by  a  resolution  of  the  board  of  directors  thereof  enter- 
ed upon  the  records  of  said  board  in  full;  and  from  that  time 
the  said  commissioners  shall  be  fully  vested  with  the  powers 
herein  conferred  upon  them,  and  from  that  time,  also,  the 
places  of  the  present  board  of  directors  shall  be  vacated,  and 
the  acceptance  of  this  act  by  them  shall  be  taken  as  a  resig- 
nation of  their  several  offices  as  directors  of  said  company; 
and  from  that  time  until  the  said  western  division  of  the  said 
road  shall  be  redeemed  from  said  mortgage  or  other  convey- 
ance by  way  of  security  for  said  moneys  loaned,  or  until  the 
whole  line  of  the  Buffalo  and  Mississippi  Rail  Road  shall  be 
completed  across  the  State,  the  directors  of  said  company 
shall  be  elected  by  the  stockholders  of  said  company  whose 
stock  shall  have  been  subscribed  in  books  opened  or  to  be 
opened  therefor  in  counties  along  the  line  of  said  road  east  of 
Laporte;  and  said  directors  so  to  be  elected  shall  be  residents 
of  the  said  eastern  counties,  excepting  as  by  the  charter  ol 
said  company  and  the  amendments  thereto,  they  may  be  non- 
residents of  the  State  of  Indiana;  and  said  part  of  said  road 
lying  east  of  Laporte  shall  be  entirely  under  the  control  of. 
the  stockholders  whose  stock  shall  have  been  so  subscribed. 
But  said  directors  and  commissioners  shall  mutually  report 
to  each  other  all  their  proceedings,  expenditures,  and  the  re 
venues  of  their  respective  divisions,  and  such  other  matters 
as  may  be  proper,  whenever  requested,  but  not  oftener  than 
once  in  each  year.  And  after  said  western  division  shall  be 
replaced  in  the  possession  of  the  directors  of  said  company, 
as  provided  in  this  act,  then  and  from  that  time  its  affairs 
shall  be  controlled  by  the  stockholders  generally,  under  the 
charter,  and  directors  shall  be  elected  by  them  from  any  part 
of  the  State  or  elsewhere,  under  the  provisions  of  the  charter 
and  the  amendments  thereto,  in  the  same  manner  as  if  this 
act  had  never  been  passed. 


CHARTER.  49 

SEC.  15.  In  case  of  the  acceptance  of  this  act  as  an  amend- 
ment to  the  charter,  and  the  resignation  of  the  present  direc- 
tors, Thomas  S.  Stanfield,  and  Joseph  L.  Jernegan,  of  the 
county  of  St.  Joseph,  and  James  H.  Barnes  and  Erastus  "W.  H. 
Ellis,  of  the  county  of  Elkhart,  and  Delavan  Martin  and 
Drusas  Mchols,  of  the  county  of  Lagrange,  and  Madison 
Marsh  of  the  County  of  Steuben,  shall  be,  and  they  are  here- 
by constituted,  a  board  of  directors  for  the  Buffalo  and  Mis-  Directors  of 

*  Buffalo  and 

sissippi  Rail  Road  Company,  as  the  successors  of  the  .now  Kappoint 
existing  board  of  directors,  to  hold  their  offices  as  such  until 
their  successors  in  office  are  duly  elected,  according  to  the 
previsions  of  the  charter  and  amendments  for  the  election  of 
directors,  with  power  to  fill  all  vacancies  in  their  board,  and 
to  organize  the  same,  and  to  make  all  necessary  orders  and 
do  all  acts  which  may  be  made  or  done  by  the  directors  of 
said  company,  under   the  original  charter  or  the  amend- 
ments thereto,  except  as  otherwise  provided  in  this  act,  and 
to  receive  from  the  present  directors  all  records  or  other 
books  and  papers,  and  all  stock  or  other  property  or  thing 
belonging  to  said  company.    The  directors  of  said  company 
shall  have  power  to  make  all  such  necessary  contracts  with 
any  rail  road  company  or  companies  either  in  Ohio  or  Illi- 
nois, for  the  passage  of  cars  or  otherwise,  as  shall  accommo- 
date said  Buffalo  and  Mississippi  Rail  Road  Company  in  the 
transportation  of  its  freight  and  passengers,  but  they  shall  in 
no  case  encumber  the  said  western  division  of  said  road,  nor 
shall  any  debt  created  or  contracted  hereafter  by  the  direc- 
tors of  the  Buffalo  and  Mississippi  Rail  Road  Company  con-  Directo 
stitute  any  charge  or  liability  upon  or  against  the  western 
division  of  said  road,  or  the  stockholders  thereof,  until  the  road* 
said  western  division  shall  be  restored  to  the  possession  of  the 
directors  of  said  road,  under  the  provisions  of  this  act. 

Provided,  that  if  either  of  the  above  persons  shall  not,  at 
the  time  of  the  organization  of  said  board,  be  a  stockholder 
in  said  company,  it  shall  vacate  his  said  office  as  such  direc- 

tor, which  vacancy  shall  be  filled  as  in  other  cases. 

7 


tors 


50  CHARTER'. 

AN    ACT 

To  provide  for  the  continuance  of  the  construction  of  all  or  any 
part  of  the  public  works  of  this  State,  by  private  Companies, 
and  for  abolishing  the  Board  of  Internal  Improvements  and 
the  offices  of  Fund  Commissioner  and  Chief  Engmeer. 
[APPROVED,  JANUARY  28, 1842.] 

SEC.  1.  Be  it  enacted  ~by  the  General  Assembly  of  the  State 
of  Indiana,  That  the  unfinished  portions  of  all  [or]  of  any  one 
or  more  of  the  works  of  Internal  Improvement,  contemplated 
by  an  act,  entitled  an  act  to  provide  for  a  general  system  of 
Internal  Improvements,  approved  January  27,  1836,  and  the 
several  acts  supplemental  thereto,  and  amendatory  thereof,  are 
Public  works  hereby  surrendered  and  granted,  by  the  State  of  Indiana,  to 

surrendered 

«onf  with  BUCh  association  or  associations  as  may  hereafter  from  time  to 
time  bring  themselves  within  the  provisions  of  this  act, 
together  with  all  and  singular  the  rights  of  way,  fixtures, 
water-power,  boats,  cars,  toll-houses,  and  other  appendages  of 
said  works,  including  depots  and  lands  held  by  the  State  for 
that  purpose,  and  also  the  right  of  demanding  and  receiving 
tolls  and  rents  for  the  same,  and  all  the  privilege  of  construct- 
ing the  said  works  and  repairing  the  same,  and  the  right  of 
condemning  the  right  of  way,  and  materials  for  constructing 
or  repairing  said  works  to  the  same  extent  and  in  the  same 
manner  that  the  said  State  now  holds  or  may  exercise  such 
rights  by  virtue  of  the  acts  above  referred  to  in  this  section. 

SEC.  2.  That  whenever  any  number  of  persons  may  wish 
to  associate  themselves  together  for  the  purpose  of  construct- 
ing any  of  said  public  works  or  any  part  thereof,  according 
to  the  provisions  of  this  act,  it  shall  be  the  duty  of  the  Gov- 
ernor, upon  the  written  application  of  three  or  more  persons, 
free-holders  and  citizens  of  this  State,  specifying  in  said  ap- 
plication the  particular  work  or  part  of  a  work  the  contem- 

on  appiica-    plated  association  wish  to  undertake,  to  appoint  three  or  more 

tinn  ot  asso-   *  t      ,  .  .       . 

erno?tigov"  suitable  persons  as  commissioners  to  receive  subscriptions  of 
!11"  stock  for  continuing  the  construction  of  said  or  part  of  a  work, 


CHARTER.  51 

who  shall  be  paid  a  reasonable  compensation  for  their  ser- 
vices, by  said  company  :  Provided,  That  in  case  application 
is  made  for  more  than  one  association,  that  such  application 
as  proposes  to  construct  the  longest  continuous  line  of  any  un- 
finished work  shall  be  preferred. 

SEC.  3.  Said  commissioners  shall,  within  thirty  days  after 
their  appointment,  at  such  time  and  place,  and  in  such  man- 
ner as  they  may  designate,  open  books  for  the  subscription  of  commission. 

era  to  open 

stock,  and  they  shall  previously  give  public  notice  of  the  book3- 
same,  by  publication  in  three  newspapers,  most  conveni- 
ent to  such  place.  The  said  commissioners  shall  determine 
what  sum  shall  constitute  a  share  in  the  stock  of  said  associa- 
tion; and  the  point  or  points  at  which  books  shall  be  opened, 
and  the  time  they  may  be  continued  open  for  the  purpose  of 
receiving  subscriptions  of  stock.  And  in  case  more  stock  is 
subscribed  for  than  is  necessary  to  complete  the  work  pro- 
posed by  said  association,  the  commissioner  shall  apportion 
the  same  by  deducting  the  excess  from  the  largest  subscrip- 
tion so  as  to  make  them  equal  as  near  as  may  be. 

SEC.  4.  As  soon  as  the  sum  of  ten  thousand  dollars  shall  be 
subscribed,  (in  addition  to  any  real  estate  subscribed  as  stock,) 
as  the  capital  of  said  association,  and  such  an  amount  thereof 
shall  have  been  paid  in  to  said  commissioners  as  shall  have 
been  required  by  them,  then  said  commissioners  shall  order 
an  election  for  directors  of  said  association,  to  beheld  at  some  MET  order 

.  election.  No- 

convenient  place,  at  such  time  as  they  shall  designate,  giving llce- 
thirty  days  notice  thereof  in  at  least  three  public  newspapers 
printed  nearest  to  the  route  or.  routes  of  the  work  or  works 
such  association  are  about  to  undertake ;  which  publication 
shall  be  paid  for  by  said  company. 

SEC.  5.  Said  commissioners  shall  preside  at  said  election, 
which  shall  be  held  open  between  the  hours  of  11  o'clock  A. 
M.  and  4  o'clock  P.  M.,  of  said  day,  and  shall  receive,  and  c«m'*  shall 

•"  pivsMeat 

after  the  voting  is  closed,  shall  open  and  count  the  ballots, electlon- 
and  shall  declare  who  have  been  duly  elected  directors. 


52  CHARTER. 

SEC.  6.  A  majority  of  said  commissioners  shall  be  a  quorum 
Majority  to    f°r  the  transaction  of  all  business  required  to  be  jointly  trans- 
quorum.  e  a  acted  by  them  under  this  act,  and  all  vacancies  in  their  num- 
ber shall  be  filled  in  the  same  manner  the  original  appoint- 
ment is  made. 

SEC.  7.  The  directors  of  such  association  shall  be  thirteen  in 

number,  seven  of  whom  shall  at  all  times,  constitute  a  board 

for  the  transaction  of  business,  and  the  acts  of  a  majority  of 

Number  of    the  board  assembled  shall  bind  said  association:  all  vacan- 

directors. 

howaflulds  cies  occurring  therein  may  be  filled  by  a  majority  of  the  di- 
rectors, and  the  person  thus  appointed  shall  continue  to  serve 
until  a  new  board  is  chosen  and  organized. 

SEC.  8.  At  all  elections  for  directors,  the  persons  having  the 
highest  number  of  votes,  according  to  the  number  to  be  chos- 
en, shall  be  declared  duly  elected  directors  'of  such  association; 
and  in  voting  for  directors,  each  stockholder  in  person,  or  by 
proxy  appointed  under  his  hand  in  writing,  shall  be  entitled, 

Mode  of  eieo  on  the  shares  then  owned  and  held  by  him,  to  one  vote  for 

tion.    Rates  •> 

of  votes.  eacj1  share  ^o  fae  number  of  ten,  and  for  every  five  shares  above 
that  number,  to  one  additional  vote;  but  no  stockholder,  after 
the  first  election  held  under  the  direction  of  said  commission, 
ers,  shall  be  entitled  to  vote  unless  the  stock,  by  which  he 
claims  to  vote,  has  been  owned  and  held  by  him  sixty  days 
prior  to  the  time  of  such  election ;  and  no  president,  director 
or  other  officer  of  said  company  shall  vote  at  any  election  of 
directors  as  agent,  attorney,  or  proxy  of  any  stockholder. 

SEC.  9.  Each  stockholder  who  has  subscribed  real  estate  as 
stock  in  said  association  shall  be  entitled  to  vote  in  such  elec- 
tion for  directors,  and  said  commissioners  in  estimating 
the  shares  of  such  stockholder  for  the  purpose  of  determining 

HOW  sub-     how  many  votes  he  shall  be  entitled  to,  shall  estimate  his  real 

scribers  of  i  • 

voaeestate  to  estate  at  one  dollar  and  twenty-five  cents  per  acre  ;  and  at  all 
subsequent  elections  such  stockholders  shall  vote  as  other 
stockholders  on  the  number  of  shares  his  real  estate  counts  at 
its  appraised  value,  as  hereinafter  provided  for. 


CHARTER.  53 

SEC.  10.  Said  board  of  directors  first  chosen  according  to 
the  provisions  of  this  act,  shall  meet  at  such  time  and  place 
as  may  be  designated  by  said  commissioners,  whose  duty  it 
is  to  give  said  directors  notice  thereof,  not  more  than  thirty 
days  after  said  election;  said  directors  shall  appoint  one  of  Directors  to 

o        •  -i  i  i  TI  1111        elect  officers. 

their  number  as  president  of  said  board,  and  they  shall  also 
appoint  a  secretary  and  treasurer  of  said  board,  whose  duties,\ 
term  of  service  and  compensation,  shall,  from  time  to  time, 
be  regulated  by  said  .board. 

SEC.  11.  Before  said -board  shall  proceed  to  exercise  any 
further  powers,  intended  to  be  conferred  by  this  act,  they 
shall,  in  conjunction  with  the  commissioners  aforesaid,  make  Directors  and 

Corns,  to  re- 

out  and  certify  under  their  hands,  a  full  and  complete  state- C01d  doin*s- 
ment  of  all  their  respective  actings  and  doings  in  the  prem- 
ises, and  shall  accurately  specify  therein  the  name  assumed 
by  said  association,  and  shall  cause  the  whole  to  be  recorded 
at  length,  by  the  secretary  of  the  board,  in  a  book  to  be  pro- 
vided and  kept  for  that  purpose,  which,  or  a  sworn  copy 
thereof,  shall  be  evidence  of  the  matters  and  things  therein 
contained,  in  all  courts  of  justice  in  this  State ;  and  said 
board  shall  cause  a  full  and  complete  copy  thereof  to  be  made 
out  by  their  secretary,  to  be  certified  by  him  under  oath,  Shallflleco. 
which  shall  be  deposited  in  the  office  of  the  Secretary  of  State  fJftwyrf860 
at  Indianapolis. 

SEC.  12.  Immediately  after  said  copy  shall  be  deposited  in 
the  office  of  the  Secretary  of  State,  if  the  Governor  shall  be 
satisfied  therefrom,  that  the  provisions  of  this  act  have  been 
substantially  complied  with  by  said  commissioners  and  board 
of  directors,  he  shall  forthwith  issue  his  proclamation  thereof  mnkerpJS-to 
under  the  seal  of  the  State,  and  shall  cause  the  same  tobect 
published  in  the  weekly  newspapers  printed  at  Indianapolis, 
for  three  weeks  successively,  which  publication  shall  be  paid 
for  by  said  Company.  No  association  or  company  shall,  un- 
der the  provisions  of  this  act,  be  entitled  to  take  any  one  or 
any  part  of  the  public  works  in  this  bill  referred  to,  until  the 
first  day  ol  April  next,  and  not  until  the  intention  of  the 


54  CHARTER. 

State  to  let  or  sell  her  public  works  to  companies  shall  have 
been  first  advertised  for  one  month  in  the  Journal  of  Com- 
merce, a  paper  printed  in  the  city  of  New  York ;  and  the 
Governor  shall,  after  having  caused  said  publication,  together 
with  the  Treasurer  and  Auditor  of  State,  form  a  board  to  re- 
ceive proposals  from  companies  or  individuals,  to  take  said 
work  or  works,  and  on  the  first  day  of  April  next,  or  at  a 
suitable  period  afterwards,  the  Governor  shall  appoint  com- 
missioners on  behalf  of  the  association  which  is  preferred,  who 
shall  receive  subscriptions  of  stock  as  has  in  this  act  been 
provided. 

SEC.  13.  As  soon  as  proclamation  shall  be  made  as  above 
Rights  to      required,  all  the  rights,  privileges,  franchises  and  immunities 

vest  In  asso-  ° 

elation.  intended  to  be  conferred  by  this  act,  shall  vest  as  fully  and 
completely  in  said  association  as  if  the  same  had  been  grant- 
ed and  established  by  a  public  act  of  incorporation  for  that 
purpose;  and  said  association,  in  its  proper  name  assumed  as 
herein  provided,  shall  continue  for  the  term  of  fifty  years ; 

powers  of  as- shall  have  power  to  contract  and  be  contracted  with;  to  sue 

soctutiou 

thereupon.  an(j  be  sue(3  •  plead  and  be  impleaded  in  all  courts  of 
law  and  equity;  and  maintain  and  defend  all  actions,  suits, 
plaints  and  pleas  as  any  other  corporation;  to  make  and  use 
a  common  seal  and  alter  the  same  at  pleasure;  to  hold,  pur- 
chase, sell,  lease  and  convey  real  estate  as  the  purposes  of 
said  association  shall  require,  within  the  purview  of  this 
act;  and.  do  all  other  acts  and  exercise  all  such  powers  as 
may  be  essential  to  the  object  of  such  association;  but  no 
asociation  shall  exercise  any  powers  in  addition  to  the  powers 
enumerated  and  given  in  this  act,  except  such  powers  as  are 
necessary  to  the  exercise  of  such  enumerated  and  given  pow- 
ers :  Provided,  however,  That  at  the  expiration  of  the  fifty 
years  for  which  this  charter  is  to  run,  said  works  shall  not 
revert  to  the  State  until  the  State  shall  refund  to  such  com- 
pany the  money  actually  expended  on  such  works  by  way  of 
construction,  and  the  amount  paid  by  the  association  for  State 
bonds  without  interest. 


CHARTER.  55 

SEC.  14.  Said  commissioners,  as  soon  as  the  first  board  of 
directors  of  such  association  is  organized,  shall  forthwith  de- 
liver over  to  said  board  the  subscription  books  of  stock,  and  £ei™ers™£ 
shall  pay  over  also  to  the  order  of  said  board  all  moneys  re-  sSl*.1011' 
ceived  by  them  on  such  subscription. 

SEC.  15.  The  board  of  directors  of  every  association  shall  Term  or  m- 

rectori  office. 

continue  in  office  for  the  term  of  on,e  year,  and  until  a  new 
board  is  chosen  and  organized. 

SEC.  16.  The  first  board  of  directors,  at  their  [first]  meeting 
after  the  proclamation  shall  have  been  made,  as  provided  in 
the  preceding  twelfth  section,  shall  fix  the  time  for  the  next  shaiiaxtime 

of  annual 

annual  election  of  directors,  not  more  than  one  year  from  the  election- 
time  of  such  meeting,  and  all  subsequent  elections  for  direc- 
tors shall  be  held  annually  thereafter. 

SEC.  17.  One  month's  previous  notice  for  the  election  of 
directors,  at  each  annual  election,  shall  be  given  in  two  pub-  Notice  or 

election. 

lie  newspapers,  on  the  route  of  such  work ;  or  if  none  is  pub- 
lished thereon,  then  in  two  newspapers  printed  the  nearest 
thereto. 

SEC.  18.  If  any  annual  election  shall  not  be  held  for  direc- 

.         _        ,    „  . .  Provision  on 

tors,  on  the  proper  day  fixed  for  holding  the  same,  it  shall  be  ^t^°f 
held  at  some  early  day,  to  be  appointed  by  the  directors  then 
in  office,  giving  the  same  notice  thereof  as  is  given  for  elec- 
tions regularly  held. 
SEC.  19.  Said  board  shall  have  power  to  supply  vacancies  „ 

ffif  Board  may 

in  the  office  of  secretary  and  treasurer  of  said  association;  to  fiu vacanciM- 
meet  from  time  to  time,  as  may  be  expedient;  to  adopt  such 
rules  and  regulations,  and  make  such  by-laws  as,  in  their  Make  by_ 
judgment,  the  business  and  affairs  of  the  association  may  re- lal 
quire,  and  which  are  necessary  to  perform  the  duties  and 
carry  out  the  powers  granted  by  this  act;  to  appoint  such  sub- 
ordinate officers,  engineers,  artists,  agents  and  workmen  as  Appoint 
shall  be  necessary  to  exercise  the  business  of  the  association;  ** 
to  darnand  at  such  time,  and  in  such  proportion  as  they  shall  Callon  gtock 
see  fit,  the  sums  of  money  due  by  the  stockholders  on  their subscllb* 
respective  money  subscriptions  of  the  stock,  under  pain  of 


5g  CHARTER. 

forfeiture  of  the  shares  of  their  stock,  and  all  previous  pay- 
ments thereon,  to  the  said  association,  or  to  sue  therefor,  and 
recover  the  amount  due  in  an  action  of  assumpsit,  at  their 
Provide  for    option;  to  issue  proper  certificates  of  stock  to  the  stockhold- 

transfer. 

ers,  and  determine  in  what  manner  and  under  what  restric- 
*tx  compen-  tions  their  shares  of  capital  stock  shall  be  transferable;  to  fix 

nations. 

the  compensation  and  prescribe  the  duties  of  the  several  offi- 
cers and  agents  in  the  employ  of  the  association;  to  require 
such  bonds,  obligations,  and  securities  of  the  secretary,  trea- 
surer, and  other  officers  of  the  association,  as  may  be  judged 
necessary;    to  open,  and  continue  open  as  long  as  neces- 
sary, books  for  the  subscription  of  additional  stock  in  said 
Acquire  and  association;  to  acquire,  purchase,  sell,  lease,  and  dispose  of 
**"•  real  estate  for  the  use  of  the  association,  for  the  purposes, 

and  in  the  manner  hereinafter  described;  to  decide  upon  all 
locations  of  the  work  or  works  undertaken  by  said  associa- 
tion, and  establish  and  construct  depots,  toll-gates,  toll-houses, 
machine-shops,  and  all  other  necessary  structures,  fixtures, 
and  machinery  and  apparatus  ;  to  order,  and  cause  to  be 
made,  all  surveys,  estimates,  and  lettings  of  works,  at  such 
times  and  places  as  they  may  determine;  to  prescribe  such 
forms  of  contract,  rules,  regulations,  and  specifications  for 
the  performance  of  work,  as  they  may  judge  proper;  to  enter 
upon  and  take  possession  of  any  lands  and  streams  of  water, 
which  may  be  necessary  for  the  construction  of  any  such 
work,  and  to  make  the  same  available;  to  regulate  the  time 
and  manner  in  which  all  cars,  boats,  craft,  vehicle,  travel  and 
property,  shall  pass  on  said  work  or  works ;  to  hold,  use, 
lease,  and  occupy,  any  water-power,  depots,  toll-gates,  toll- 
houses, machine-houses,  ware-houses,  structures,  fixtures,  ap- 
paratus, or  machinery,  the  association  may  receive  from  the 
State,  under  the  provisions  of  this  act ;  to  make,  construct, 
complete,  and  keep  in  constant  repair,  the  work  or  works 
granted  and  surrendered  to  such  association,  by  the  provi- 
coiiecttous.  sions  of  this  act,  and  on  account  of  which  such  association 
may  have  been  formed;  to  establish  and  collect  the  amount 


CHARTER. 

of  tolls  and  transit  duties  for  travel  or  transportation ;  to 
make  and  declare,  (deducting  costs  and  charges,)  a  dividend 
of  clear  profits  and  income  of  said  work  or  works  and  appur- 
tenances, among  the  stockholders,  at  such  times  as  may  be 
deemed  expedient;  and  do  other  necessary  and  proper  acts 
in  accordance  with  the  intent  and  meaning  of  this  act. 

SEO.  20.  Such  board  shall  have  a  public  office  on  or  near 
the  route  of  said  work. 

SEC.  21.  In  the  construction  of  such  works,  and  in  carrying 
out  the  provisions  of  this  act,  said  associations  shall  in  all 
respects  be  governed,  so  far  as  the  same  can  be  made  appli- 
cable, by  the  laws  now  in  force  concerning  the  prosecution  of 
said  works. 

SEC.  22.  The  board  of  directors  shall  cause  a  fair  "journal  Keep  loumai 

«*  and  accounts 

of  all  their  proceedings  to  be  kept,  and  also  a  just  account  of 
the  capital  stock  and  property  of  every  description,  and  of 
all  moneys  received  from  every  source  whatever,  and  of  all 
moneys  disbursed,  to  be  entered  in  full  on  their  books,  open 
to  the  inspection  of  stockholders. 

SEC.  23.  It  shall  be  lawful  for  such  association  to  acquire,  May  acquire 
hold  and  convey  real  estate  for  the  following  purposes:  First,  HOW? 
such  as  may  be  taken  in  subscription  for  stock.  Second,  such 
as  may  be  necessary  for  the  accommodation  and  transaction 
of  the  business  of  the  work.  Third,  such  as  may  be  mort- 
gaged in  good  faith,  by  way  of  security,  for  moneys  due  the 
association.  Fourth  such  as  shall  be  conveyed  to  it  in  satis- 
faction of  debts  previously  contracted  in  the  course  of  its 
necessary  dealings.  Fifth,  such  as  the  association  shall  pur- 
chase at  sales  under  judgment,  decrees,  or  mortgages  in  its 
favor.  Such  association  shall  not  purchase,  hold  or  convey 
real  estate  in  any  other  case,  or  for  any  other 'use  or  purpose. 

SEC.  24.  All  conveyances,  leases  and  transfers  of  real  es-  conreyances 
tate,  to  and  from  said  association,  shall  be  in  the  name  of  the 
president  and  directors  thereof.     All  conveyances,  leases,  and 
titles  from  the  association,  shall  be  sealed  with  the  seal  of  the 


58  CHARTER. 

association,  signed  by  the  president  and  countersigned  by  the 
secretary. 

SEC.  25.  So  soon  as  the  board  of  directors  of  such  associa- 

tion shall  be  organized,  and  such  association  be  fully  consti- 

tuted, under  the  provisions  of  this  act,  it  shall  be  the  duty 

of  the  officers  and  agents  of  the  State  having  charge  of  such 

work  or  works,  to  deliver  to  the  board  of  directors  copies  of 

to  dteii?frcer8  *ne  surveys,  maps,  profiles,  and  estimates  of  the  same,  in 

mlpll'c.     possession  of  such  agents,  so  far  as  the  same  may  be  required 

to  be  furnished  by  such  board,  for  which  such  officers  and 

agents  shall  be  allowed  a  reasonable  compensation,  to  be  paid 

by  such  association. 

May  fix  toiis     SEC.  26.  The  board  of  directors  shall  fix  the  amount  of  tolls 

and  duties. 

and  transit  duties  upon  all  boats,  vessels,  crafts,  vehicles, 
teams,  animals  and  cars  used  in  conveying  property,  mer- 
chandize, and  effects,  on  and  along  any  such  work,  procured, 
constructed,  used,  and  occupied  by  such  association,  under 
the  provisions  of  this  act,  and  also  on  all  property,  merchan- 
dize, and  effects  transported  on  and  along  the  same.  The 
said  association  may,  when  the  work  undertaken  by  them  is 
a  rail  road,  use  its  own  cars  alone  for  transportation,  or  it 
may  permit  such  to  be  owned  and  used  by  others. 
List  of  rates  gEC.  27.  Lists  of  the  rate  of  tolls  and  transit  duties  of  every 

to  be  Bet  up.  » 

kind,  shall  be  made  out  by  the  secretary,  as  fixed  by  the  board 
of  directors,  and  shall  be  set  up  in  the  office  of  the  board,  and 
in  each  of  the  business  places,  ware-houses,  cars,  boats,  and 
toll-gates  of  the  association  in  use  on  the  route  of  said  work, 
and  no  other  higher  fate  of  tolls  or  transit  duties  shall  be 
charged  and  taken  by  any  officers  of  said  association,  unless 
the  same  has  been  altered  by  the  board  of  directors,  and  the 
list  thereof  set  up  as  in  this  section  provided,  at  least  three 
months  prior  to  the  time  of  charging  and  taking  the  same. 
penalty  for  SEC.  28.  If  any  officer  or  agent  of  said  association  shall 
violate  the  provisions  of  the  last  preceding  section,  by  exact- 
ing any  greater  amount  of  tolls  or  transit  duties  than  he 
might  lawfully  exact,  he  shall  forfeit  and  pay,  for  every  such 


0 


CHARTER.  59 

violation,  to  the  owner  of  the  property  or  person  aggrieved, 
three  times  the  amount  of  the  suin  unlawfully  exacted,  to  be 
recovered  in  any  court  of  competent  jurisdiction. 

SEC.  29.  Stock  may  be  subscribed  in  any  such  association  stock  may  be 

subscribed  In 

in  labor,  materials,  or  services,  to  be  paid  on  such  terms  llXiswS*' 
and  conditions  as  may  be  agreed  upon  with  the  board  of sei 
directors. 

SECTIONS  30  to  44,  inclusive,  relate  to  receiving  subscrip- 
tions of  stock  in  lands,  and  issuing  scrip  thereon.     Repealed. 

SEC.  45.  The  stock  of  the  stockholders  of  said  association  stock  person- 
al property 

shall  be  considered  personal  property,  and  may  be  sold  on 
execution  issued  against  the  stockholders  as  other  personal 
property,  and  transferred  on  the  books  of  the  company  by 
the  officer  selling  the  same,  in  the  same  manner  that  the  same 
could  be  transferred  by  the  owners  thereof,  and  when  such 
transfer  shall  have  been  legally  made,  if  the  execution  de- 
fendant shall  refuse  to  transfer  and  deliver  the  certificate  of 
said  stock  to  such  purchaser,  it  shall  be  the  duty  of  the  board 
of  directors  to  make  and  deliver  to  such  purchaser  a  new  cer- 
tificate thereof. 

SECTIONS  46,  47,  48,  49,  50,  51,  52,  and  53,  relate  to  issuing 
scrip,  and  receiving  it  in  payment  for  lands.     Repealed. 

SEC.  54  provides  for  taking  up  McAdamized  roads. 

SEC.  55,  56.  Provides  for  taking  up  finished  works  and 
paying  for  them  in  State  bonds. 

SEC.  57,  58,  59.  Provide  the  way  the  profits  in  works  own- 
ed by  the  State  and  individuals  shall  be  divided. 

SEC.  60.  Provides  for  investing  the  proceeds  of  the  State's 
interest  in  any  joint  work  in  the  stock  of  the  company. 

SEC.  61.  It  shall  be  lawful  for  any  county  within  this  State  counties 
to  take  stock  in  such  association  ;  and  for  this  purpose  the  scribe  stock, 
several  boards  doing  county  business,  are  hereby  empowered 
to  subscribe  therefor,  and  to  levy  a  tax  as  for  county  purposes, 
not  exceeding  one  dollar  on  every  hundred  dollars  of  assessed 
property,  to  be  applied  to  such  object,  and  the  county  shall 


60  CHARTER. 

hold  such  stock  as  individual  stock  is  held  in  such  asso- 
ciation. 

SEO.  62.  That  if  any  such  association  shall  not  commence 
TO  com-       operations  within  the  meaning  of  this  act,  within  one  year 

menoe  with-      r  ° 

in  one  year  frOm  the  time  it  is  organized,  it  shall  forfeit  all  rights, 
privileges,  and  franchises  it  may  have  acquired  under  this 
act. 

SEC.  63.  As  many  such  associations  may  be  organized  un- 
der the  provisions  of  this  act,  as  will  undertake  to  prosecute 
and  complete  any  part  of  the  unfinished  portions  of  the  pub- 
lic works,  embraced  in  the  general  system  of  internal  im- 
provements in  this  State.  Any  such  association  being  organ- 
ized for  the  purpose  of  completing  any  specific  work,  shall 
not  be  supplanted  therein  by  any  other  association,  company, 
individual  or  individuals,  unless  it  shall  appear  to  have  aban- 
doned the  prosecution  thereof,  as  specified  in  this  act. 

May  not  be       SEC.  64.  The  State  of  Indiana,  through   the    legislature 

supplanted. 

thereof,  shall  have  the  privilege,  at  any  time  after  twenty 
years,  to  purchase  from  any  such  association,  the  entire  inter- 
est such  association  may  have  acquired  under  the  provision 
of  this  act,  by  refunding  to  such  association  the  full  amount 
actually  expended  thereon  by  such  association,  with  interest 
at  the  rate  of  six  per  cent,  per  annum  thereon,  from  the  date 
of  such  expenditure,  first  deducting  from  said  six  per  cent,  all 
net  amount  of  revenue  received  by  any  such  association. 

SEC.  65.  Be  it  f wither  enacted,  That  the  board  of  Internal 
Improvement,  the  office  of  Fund  Commissioner,  and  the  office 
of  Chief  Engineer  are  hereby  abolished,  and  the  term  of  ser- 
vice of  each  of  these  officers  shall  cease  from  and  after  the  last 
day  of  February,  1842. 

SECTIONS  66,  67,  68,  69  and  70,  relate  to  the  appointment  of 
Commissioner  and  State  agent,  and  prescribing  their  duties. 

SECTIONS  71,  72,  73, 74  and  75,  relate  to  the  appointment 
of  agents  for  the  Madison  and  Indianapolis  Kail  Koad,  the 
White  Water  Canal,  and  the  New  Albany  and  Vincennes 
Road. 


CHARTER.  (ft 

SEC.  76.  Provides  that  associations  taking  up  unfinished 
portions  of  works,  may  take  the  control  of  the  finished  portion 
belonging  to  the  State. 

SEC.  77.  Prescribes  the  duties  of  the  commissioner  of  the 
"Wabash  and  Erie  canal. 

SEC.  78.  The  Treasurer,  Secretary,    and  Auditor  of  State  Board  of  re-; 

•  '  vlsslon  of 

shall  constitute  a  board,  who  shall  once  in  two  years,  revise toUs> 
and  regulate  the  acts  of  the  directors  of  such  associations,  fix- 
ing the  rates  of  tolls  and  water  rents  upon  the  works  or  parts 
of  works  finished  under  the  provisions  of  this  act,  as  well  as 
such  parts  as  have  been  finished  by  the  State.  Provided, 
The  said  board  shall  not  fix  the  tolls  and  water  rents  at  a  less 
rate  than  the  tolls  and  water  rents  on  works  similarly  situated 
in  other  States. 

SEC.  79.  Provides  for  the  appointment  of  an  agent  of  State 
to  take  care  of  the  public  property  connected  with  the  public 
works. 

SEC.  80.  Provides  for  the  improvement  of  the  Grand  Eapids 
and  Wabash  River. 

SEC.  81.  Forbids  the  formation  of  a  Company  to  finish  the 
"White  Water  canal. 

SEC.  82.  Authorizes  the  formation  of  a  company  to  make  a 
rail  road  from  Shelbyville,  to  intersect  the  Madison  and  In- 
dianapolis Rail  Road. 

SEC.  83.  Authorizes  the  Richmond  and  Brookville  Canal 
Company  to  avail  themselves  of  the  provisions  of  this  act. 

SEC.  84.  Relates  to  the  Cross  Cut  Canal,  &c. 

SEC.  85.  The  Legislature  reserves  the  right  to  alter,  amend 
or  repeal  this  act  whenever  two-thirds  of  the  members  of  both  state  may 

repeal  by  two 

branches  of  the  Legislature  shall  concur  therein.    Provided, thlrdsvote- 
No  act  altering,  amending,  or  repealing  this  act  shall  take  ef- 
fect until  the  State  shall  pay  said  association  the  amount  which 
such  associacion  has   expended  in  the  construction  of  said  *c* 
work,  and  in  the  purchase  of  State  bonds,  with  six  per  cent, 
interest  thereon. 


(52  CHARTER. 

SEC.  86.  This  act  to  be  in  force  from  and  after  its  passage, 
and  be  taken  and  deemed  a  public  act,  and  shall  be  liberally 
construed. 

[In  the  first  and  twenty-first  sections  of  the  above  act,  the 
same  powers  and  privileges  are  given  to  this  company  which 
the  State  reserved  to  herself  in  the  construction  of  said  works 
under  the  Internal  Improvement  Laws,  Approved,  Jan.  27th, 
1836,  entitled  "An  Act  to  provide  for  a  general  system  of  In- 
ternal Improvements. 

We  give  below  Sections  16,  17,  18,  19,  20  and  21  of  the 
above  act,  which  are  referred  to  in  the  act  of  1842. 

Provision  is  also  made  in  the  law,  Approved  Jan.  12, 1849, 
entitled  "  An  Act  relating  to  the  New  Albany  and  Salem 
Kail  Road  Company,  for  the  board  of  directors  of  the  compa- 
ny to  have  the  same  powers  and  privileges  as  were  given  to 
the  board  of  Internal  Improvements  in  the  law  of  January 
17th,  1836,  alluded  to  above.] 
Board  of  in-  SEC.  16.  It  shall  be  lawful  for  the  Board  of  Internal  Im- 

ternal  Im- 

mraye™teerton  provement,  and  each  of  the  members  thereof,  by  themselves, 
or  by  any  superintendent,  agent,  or  engineer  employed  by 
them,  to  enter  upon,  and  take  possession  of,  and  use  all  and 
singular,  any  lauds,  streams  and  materials  of  any  and  every 
description  necessary  for  the  prosecution  and  completion  of 
the  improvements  contemplated  by  this  act ;  and  to  make  all 
such  canals,  feeders,  dams,  locks,  rail  roads,  turnpike  roads, 
and  other  works  as  they  may  think  necessary  for  making  such 
improvements,  avoiding,  in  all  cases,  unnecessary  damage  or 
injury  to  the  proprietors. 

HOW  dama-  SEC.  17.  In  all  cases  where  persons  may  feel  aggrieved  or 
injured  by  the  construction  of  any  of  the  works  contemplated 
by  this  act,  or  by  use  of  materials  for  the  same,  the  person  or 
persons  so  feeling  aggrieved  or  injured,  shall  make  out  a 
written  statement  of  the  cause  of  such  complaint,  particularly 
describing  the  nature  of  the  injury  and  the  interest  of  the 
complaint  or  complaints  therein,  and  deliver  the  same  to  the 
members  of  the  Board  of  Internal  Improvement,  having 


CHAK-TER.  63 

the  superintendence  of  that  part  of  the  public  works  which  is 
supposed  to  occasion  such  injury,  or  under  whose  superintend- 
ence said  supposed  injury  was  committed,  which  written  state- 
ment shall,  by  said  superintendent  be  copied  into  a  book  to 
be  kept  for  that  purpose  ;  and  said  superintendent  shall  lay 
said  complaint  before  the  Board  of  Internal  Improvement  at 
their  next  semi-annual  meeting  thereafter,  which  shall  be 
filed  among  the  papers  of  said  Board,  and  said  Board  shall 
thereupon  refer  the  subject  matter  of  said  complaint  to  three 
disinterested  persons,  as  appraisers,  to  be  named  and  appoint- 
ed by  said  Board  of  Internal  Improvement,  to  assess,  appraise 
and  assess  the  damages  of  such  complainant  or  complaints.  The 
said  Board  shall  fix  the  time  or  times  and  place  or  places  for 
said  appraisers  to  meet,  and  [cause]  reasonable  notice  of  the  Proceedings, 
same  to  be  given  to  such  complainant  or  complainants  of  the 
time  and  place  of  the  meeting  of  said  appraisers,  and  when 
said  appraisers  are  so  met,  shall  be  sworn  to  do  impartial  jus- 
tice between  the  State  and  complainant  or  complainants,  ac- 
cording to  the  best  of  their  understanding,  and  shall  bring 
before  them,  and  either  of  them  shall  swear  such  witnesses 
as  they  may  think  justice  requires  ;  and  their  decision  and 
award  they  shall  report  to  the  said  superintendent  to  whom 
the  complaint  was  made,  or  his  successor,  and  by  him  the 
same  shall  be  copied  into  a  book  procured  for  the  purpose, 
which  decision  of  said  appraisers  shall  be  final,  unless  either 
party  shall  think  proper  to  appeal  to  the  Circuit  Court  of  the 
county  where  such  cause  of  difference  arose,  within  thirty  days 
after  the  decision  and  award  of  said  appraisers,  and  when 
such  appeal  is  taken  it  shall  be  governed  by  the  same  rules  Appeal 
and  regulations  as  appeals  from  judgments  of  justices  of  the 
peace,  except  no  bond  shall  be  required  of  the  State  in  case 
she  may  be  the  supposed  injured  party;  and  on  any  appeal 
being  taken,  the  member  of  the  Board  of  Internal  Improve- 
ment having  possession 'of  the  books  containing  the  said  com- 
plaint, and  the  award  of  said  appraisers,  shall  take  the  neces- 
sary appeal  bond  sufficient  in  his  opinion,  to  cover  double  the 


(54  CHARTER. 

amount  of  the  costs;  and  shall  also  make  out  and  certify  a 
transcript  of  said  complaint,  together  with  the  award  of  the 
appraisers,  in  the  same  manner  as  transcripts  are  required  to 
be  certified  by  justices  of  the  peace,  in  case  of  appeals;  and 
in  all  cases  in  the  assessment  of  damages,  as  in  this  section 
provided  for,  the  appraisers,  the  court  or  jury  shall  take  into 
consideration  the  benefit  resulting  to  such  complainant  from 
the  construction  of  the  works  which  occasion  the  supposed 
injury  ;  and  the  damages,  so  assessed  by  said  appraisers, 
when  no  appeal  is  taken,  or  the  amount  settled  by  the  judg- 
ment of  a  judicial  tribunal,  shall  be  paid  to  the  party  injured 
by  the  Board  of  Internal  Improvement :  Provided,  That  no 
claim  shall  be  recovered  or  paid  by  said  Board  unless  the  ap- 
plication therefor  be  made  as  herein  provided  within  two 
years  next  after  the  property  shall  have  been  taken  possession 
of  as  aforesaid :  Provided,  That  no  such  appraiser  or  juror 
shall  be  the  owner  or  lessee  of  any  real  property  situated  on 
or  within  one  mile  of  the  line  of  said  work  of  improvement 
for  damages  for  the  construction  of  which  such  claim  or  com- 
plaint may  be  made. 

SEC.  18.  The  said  Board  of  Internal  Improvement  shall,  by 
any  one  or  more  of  its  members,  proceed  in  due  time  along 
the  lines  of  the  said  several  works  herein  contemplated,  and 
take  from  the  several  individuals  through  whose  lands  any 
of  said  contemplated  works  may  pass,  or  which  may  be  con- 
May  obtain  tiguous  thereto,  releases  to  the  State  of  the  necessary  land, 
timber,  stone,  sand,  or  other  material,  for  the  purposes  of 
constructing  any  or  all  of  said  works,  or  for  repairing  the 
same,  and  for  building-ground  for  the  construction  of  mills  or 
other  hydraulic  machinery  to  be  propelled  by  the  water-power 
of  any  such  canal,  and  also  to  enter  and  purchase,  on  behalf 
of  the  State,  any  lands  belonging  to  the  general  government 
or  to  individuals  contiguous  to  such  work  for  the  same  pur- 
pose, and  file  the  same  in  the  office  of  the  Secretary  of  State; 
which  releases  shall  operate  so  as  to  vest  in  said  State  a  full 


CHARTER.  65 

and  complete  right  to  enter  upon,  use  and  take  the  same  at 
any  and  all  times  thereafter. 

SEC.  19.  Said  board  or  any  member  as  aforesaid,  in  taking  JJaeyr£?tntract 
releases  as  aforesaid,  is  hereby  authorized,  in  consideration  of  Mdge8- 
any  privilege  granted  by  individuals  to  the  State,  of  the  right 
of  way  or  other  privilege,  to  contract  with  such  individual, 
on  behalf  of  the  State,  to  erect  across  said  canal  any  bridge 
or  bridges  for  the  benefit  of  such  individual  and  the  public. 

SEC.  20.  In  erecting  any  bridge  or  other  structure  across  ^on™^6 
any  river  or  stream,  for  the  purpose  of  carrying  any  canal  or 
rail  road  across  such  river  or  stream,  the  said  board  shall 
cause  to  be  constructed,  in  addition  to  the  usual  structures 
necessary  for  a  canal  or  rail  way,  a  way  for  wagons  and  car- 
riages, if  they  shall  deem  it  expedient. 

SEC.  21.  The  appraisers  appointed  by  the  Board  of  Inter- 
nal Improvement  to  assess  damages  in  pursuance  of  the  pro- 
visions of  the  sixteenth  section  of  this  act  shall  each  be  al-  $£•*$ ™£ 
lowed  the  same  compensation  per  day  as  is  or  shall  be  allow- pri 
ed  to  a  member  of  the  Board  of  Internal  Improvement,  and 
so  much  of  the  laws  of  this  State  now  in  force  as  provides  for 
creating,  continuing  or  compensating  a  State  board  of  ap- 
praisers, be  and  the  same  is  hereby  repealed. 


AN  ACT 

To  change  that  part  of  the  New  Albany  and  Crawfordsville 
McAdamized  Road  which  lies  between  Salem  and  New 
Albany,  to  a  Hail  Road,  to  be  constructed  by  a,  private  com- 
pany. 

SECTION  1.  Be  it  enacted  by  the  General  Assembly  of  the 
State  of  Indiana,  That  any  association  of  persons  which  may  be 
formed  under  and  by  virtue  of  the  provisions  of  an  act  entitled 
"  an  act  to  provide  for  the  continuance  of  the  construction  of 
all  or  any  part  of  the  public  works  of  this  State,  by  private 
companies;  and  for  abolishing  the  Board  of  Internal  Im- 
provements and  the  offices  of  Fund  Commissioner  and  Chief 


66  CHARTER. 

Engineer,  approved  January  28th,  1842,"  be,  and  they  are 
hereby  authorized  to  enter  upon,  have,  hold  and  possess  all 
and  singular,  the  rights  of  way,  fixtures,  water-power  and 
other  appendages  and  materials  heretofore  provided,  located 
and  designated,  for  the  purpose  of  constructing  that  part  of  a 
Association  McAdarnized  Koad,  from  Jefferson ville  to  Crawfordsville, 

may  enter  on 

ttawfords-  which  lies  between  Salem  and  New  Albany,  under  and  by 
virtue  of  an  act  to  amend  an  act  entitled  "  an  act  to  provide 
for  a  general  system  of  Internal  Improvements,  approved 
January  27th,  1836,"  approved  January  25th,  1838,  and  the 
rail  road  which,  in  and  by  said  acts,  was  authorized  to  be  con- 
tinued from  New  Albany  to  Jefferson  ville,  and  said  company 
are  hereby  authorized  to  extend  said  road  to  WJiite  Ewer, 
making  Lawrenceport  a  point. 

SEC.  2.  And  be  it  further  enacted,  That  said  company  be, 

May  change  and  it  is   hereby  authorized  to  change  that  part  of  said 

it  to  a  rail 

road-  road  which  lies  between  Salem  and  New  Albany,  to  a  rail  road; 
and  that,  in  the  construction  and  completion  therefor,  said 
company  shall  be  governed  by  the  provisions  of  the  act  here- 
in before  named,  approved  January  28th,  1842,  and  have  and 
possess  all  the  rights,  privileges  and  immunities  granted  by 
said  act. 

SEC.  3  and  4,  repealed. 

SEC.  5.  This  act  shall  be  in  force  and  have  effect  from  and 

after  its  passage. 

JOHN  S.  S1MONSON, 

Speaker  of  the  House  of  Representatives. 

J.  G.  KEAD,  President  of  the  Senate. 

STATE  OF  INDIANA,         ) 
Secretary's  Office.  \ 

I,  John  H.  Thompson,  Secretary  of  State  for  the  State 
aforesaid,  certify  that  the  foregoing  is  a  full  and  correct  copy 
of  the  aforesaid  entitled  act,  as  the  same  remains  on  file  in 
my  office  of  Secretary  of  State,  as  aforesaid. 


CHARTER. 

In  witness  whereof  I  have  herennto  set  my  hand, 
[L.  s.]         affixed  the  Seal  of  State,  at  the  city  of  Indian- 
apolis, the  25th  day  of  January,  A.  D.  1847. 
JOHN"  H.  THOMSON, 

Secretary  of  State. 


AN    ACT 

For  the  benefit  of  the  New  Albany  and  Salem  Hail  Road 
Company. 

[Passed  Senate  February  11,  1848,  the  objections  of  the 
Governor  to  the  contrary  notwithstanding. 

TEST,  Sec.  of  Sen. 

Passed  House  of  Representatives  February  11,  1848,  the 
objections  of  the  Governor  to  the  contrary  notwithstanding. 

M.  S.  WARD,  Clerk. 

SECTION  1.  Be  it  enacted  by  the  General  Assembly  of  the 
State  of  Indiana,  That  the  State  of  Indiana  hereby  releases  Release  of 

'  State  right  of 

to  the  New  Albany  and  Salem  Rail  Road  Company,  any  and  redemption. 
all  right  of  redemption  which  the  State  may  have  under  and 
by  virtue  of  any  act  heretofore  passed,  or  any  thing  done  or 
to  be  done  by  said  company. 

SEC.  2.  This  relinquishment  shall  not  take  effect  on  any  what  release 

u  •'to  effect. 

part  of  the  route  of  said  road,  upon  which  there  shall  not  be 
put  the  superstructure,  and  all  preparation  for  running  cars 
thereon  by  said  company  within  five  years  from  the  passage 
of  this  act. 

SEC.  3.  The  said  company  shall  have  the  right  and  power 
to  extend  their  work  or  road  to  any  other  point  or  points  tJian  BIay  extend 
those  indicated  by  the  location  "heretofore  made  by  authority  o/'anyotS 
the  State  :  Provided,  That  said  road  shall  first  be  constructed 
from  the  city  of  New  Albany  to  the  town  of  Salem,  and  said 
town  of  Salem  shall  be  a  point  upon  the  continuous  or  main 
line  of  said  road. 

And  provided  further,  That  no  road  shall  be  constructed  by 
said  company,  which  shall  diverge  from  the  main  line  of 


lad  to 
poln 


68  CHARTER. 


l>etween  New  Albany  and  Salem,  if  it  shall  be 
found  practicable  to  continue  said  road  from  Salem  to  Col- 

Salem. 

umibus,  or  such  other  point  or  points  as  said  company  shall 
deem  best;  and  in  making  such  extensions  or  change  of  routes, 
said  company  shall  have  and  enjoy  all  the  powers  and  rights 
conferred  upon  the  State,  and  be  subject  to  all  the  liabilities 
on  her  imposed  by  an  act  entitled  "  an  act  to  provide  a  gen- 
eral system  of  internal  improvements,"  approved  January  27, 
1836,  and  an  act  entitled  "an  act  to  provide  for  the  continuance 
of  the  construction  of  all  or  any  part  of  the  public  works  of 
this  State  by  private  companies,  and  for  abolishing  the  board 
of  internal  improvements  and  office  of  fund  commissioner 
and  chief  engineer,"  approved  January  28,  1842. 

SEC.  4.  That  so  much  of  any  act  or  law  now  in  force  as 
Personal  iia-  render  the  stockholders  of  said  company  liable  in  their  indi- 

bility  releas-  *        * 

ed>  vidual  right  for  any  of  the  liabilities  of  said  company,  be, 

and  the  same  is  hereby  repealed,  as  to  all  liabilities  by  said 
company  to  be  contracted  after  the  passage  of  this  act. 

SEC.  5.  That  section  fourth  of  an  act  entitled  "  an  act  to 
change  that  part  of  the  New  Albany  and  Crawfordsville 
McAdamized  road  which  lies  between  Salem  and  New  Al- 
bany, to  a  rail  road  to  be  constructed  by  a  private  company, 
be,  and  the  same  is  repealed. 

SEC.  6.  This  act  to  take  effect  and  be  in  force  from  and  af- 
ter its  passage  and  publication  in  the  Indiana  State  Journal 
and  State  Sentinel. 


AN    ACT 

In  relation  to  the  New  Albany  and  Salem  Rail  Road  Com- 
pany. 
New  Albany      SECTION  1.  Be  it  enacted  Tyu  the  General  Assembly  of  ike 

and  Salem  R.  •>     •> 

bo™wmmon-  State  of  Indiana,  That  the  New  Albany  and  Salem  Kail 
Road  Company  be  and  they  are  hereby  authorized  to  borrow 
money  at  a  rate  of  interest  not  exceeding  eight  per  cent,  per 


CHARTER.  69 

annum,  and  issue  bonds,  for  the  purpose  of  enabling  said 
company  to  finish  the  construction  of  a  rail  road  from  New 
Albany  to  Salem,  and  for  the  purpose  of  enabling  said  com- 
pany to  construct  a  rail  road  to  such  other  point  or  points  as 
said  company  may  deem  expedient',  Provided,  however,  noth- 
ing in  this  section  contained  shall  be  so  construed  as  to  re- 
lease said  rail  road  company  from  the  restrictions  contained 
in  the  third  section  of  an  act  entitled  "  an  act  for  the  benefit 
of  the  New  Albany  and  Salem  Rail  Road  Company,"  passed 
Feb.  11,  1848. 

SEC.  2.  That  nothing  in  an  act  entitled  "  an  act  for  the  Oonstrnction 
benefit  of  the  New  Albany  and  Salem  Rail  Road  Company,"  of  certalnact- 
which  was  passed  by  the  Senate  and  House  of  Representa- 
tives on  the  llth  of  February,  1848,  shall  be  so  construed  as 
to  prevent  said  rail  road  company  from  constructing  a  rail 
road  commencing  at  a  point  on  the  main  line  of  the  road  be- 
tween New  Albany  and  Salem,  and  extending  from  such 
point  to  the  town  of  Charlestown  in  the  county  of  Clark,  and 
in  crossing  the  track  or  route  of  the  Ohio  and  Indianapolis 
Rail  Road  Company,  a  just  course  shall  be  pursued  and  as 
little  damage  done  as  possible,  and  said  New  Albany  and  Salem 
Rail  Road  Company  shall  be  responsible  for  whatever  dam- 
age they  may  occasion;  and  on  the  line  of  road  proposed  t6 
be  constructed  to  Charlestown,  all  claim  or  claims  for  dam- 
ages, either  for  right  of  way  or  materials,  shall  be  made  with- 
in three  years  after  the  location  of  said  road  or  the  taking  of 
said  materials. 

SEC.  3.  The  board  of  Directors  of  the  New  Albany  and  shaiihave 
Salem  Rail  Road  Company  shall,  in  the  assesessment  of  f°taerrdnaifim- 
damasres,  in  relation  to  all  necessary  rights  of  way  and  mate-  Fn°matterof 

1  ^        a  **  assessment. 

rials,  possess  the  same  powers  and  perform  the  same  duties  that 
were  possessed  and  performed  by  the  board  of  internal  im- 
provements, as  provided  in  the  sixteenth  and  seventeentli  sec- 
tions of  an  act  entitled  "an  act  to  provide  for  a  general  system 
of  internal  improvements"  approved  27th  January,  1836. 
That  no  money  borrowed  by  the  Salem  and  New  Albany  Rail 


70  CHARTER. 

Eoad  company  shall  be  applied  to  the  construction  of  the 
Charlestown  branch  of  said  road  without  the  consent  of  a 
majority  of  the  directors  living  in  "Washington  county. 
This  act  to  be  in  force  from  and  alter  its  passage. 

G.  W.  CARE, 

Speaker  of  the  House  of  Rep. 
Approved  January  12, 1849. 

PARIS  C.  DUNNING.  J.  G.  EEAD, 

President  of  the  Senate. 

STATE  OF  INDIANA,  to  wit:  I,  Charles  H.  Test,  Secretary  of 
State  for  the  State  of  Indiana,  do  hereby  certify  that  the  fore- 
going act  of  the  General  Assembly  of  the  State  of  Indiana, 
is  a  true,  Ml  and  complete  copy  of  the  act  therein  recited,  as 
appears  from  the  enrollment  remaining  in  my  office. 

In  witness  whereof  I  have  hereunto  set  my  hand 

[L.  s.]         and  affixed  the  seal  of  State  at  Indianapolis, 

this  thirtieth  day  of  January,  in  the  year  of  our 

Lord  one  thousand  eight  hundred  and  forty -nine. 

CHAELES  H.  TEST, 

Secretary  of  State. 

AN    ACT 

To  a/mend  the  Charter  of  the  New  Albany  and  Salem  Rail 
Road  Company. 

[APPROVED  JANUARY  12,  1850.] 

SECTION"  1.  Be  it  enacted  by  the  General  Assembly  of  the 

State  of  Indiana,  That  it  shall  be  lawful  for  the  New  Albany 

/     and  Salem  Eail  Eoad  Company  to  receive  subscriptions  of 

stock  in  lands,  at  such  rate  as  may  be  agreed  upon  between 

robrcriptions  the  parties,  and  that  sections  from  30  to  43  inclusive,  of 

an  act  entitled  "  an  act  to  provide  for  the  continuance  of  the 

construction  of  all  or  any  parts  of  the  public  works  of  this 

State  by  private  companies,  and  for  abolishing  the  board  of 

internal  improvements  and  the  office  of  fund  commissioner 

and  chief  engineer,"  approved  January  28, 1842,  be  and  they 


CHARTER.  71 

are  hereby  repealed,  so  far  as  they  operate  to  prevent  said 
rail  road  company  from  receiving  subscriptions  of  stock  in 
real  estate,  at  prices  and  terms  which  may  be  agreed  upon 
between  the  parties. 

SEC.  2.  That  the  New  Albany  and  Salem  Kail  Eoad  Com- 
pany  is  hereby  authorized  to  hypothecate  and  mortgage  or 
pledge  the  whole  or  any  portion  of  the  road  constructed  or 
proposed  to  be  constructed  by  it,  as  security  for  moneys  loaned 
or  advanced  to  it,  upon  such  terms  and  conditions  as  by  the 
board  of  directors  may  be  deemed  just  and  equitable,  not 
exceeding  interest  at  the  rate  of  eight  per  cent,  per  annum, 
and  may  proceed'fco  locate  <md  construct  the  same  at  such  times 
and  m  such  manner  as  shall  be  ordered  by  the  board. 

SEC.  3.  All  conveyances,  leases  and  transfers  of  real  estate, 
to  and  from  said  company,  shall  be  in  its  corporate  name. 

This  act  to  take  effect  and  be  in  force  from  and  after  its 
passage. 


AN    ACT 

For  the  benefit  of  the  New  Albany  and  Salem  Rail  Road 
Company. 

SECTION  1.  JSe  it  enacted  by  the  General  Assembly  of  the 
State  of  Indiana,  That  it  shall  be  lawful  for  the  New  Albany  May  borrow 
and  Salem  Rail  Koad  Company  to  borrow  money  for  the  ob-  °f  interest, 
jects  of  the  organization  of  said  company,  either  within  or 
without  the  State  of  Indiana,  at  such  rate  of  interest  and  up- 
such  terms  in  all  respects  as  may  be  agreed  upon  by  the  par- 
ties to  such  loans.     And  said  company  shall  also  have  full 
power  and  authority  to  mortgage  or  pledge  any  part  or  all  of 
the  corporate  property  of  said  company,  as  a  security  upon 
any  such  loan  or  loans. 

SEC.  2.  And  be  it  further  enacted.  That  said  company  shall  May  tame 

r       J  bonds  on 

have  power  and  authority  to  issue  bonds  or  other  evidences terms>  4c- 
of  debt  for  the  purpose  of  raising  money  for  the  objects  of 
such  organization,  and  bearing  such  rate  of  interest  as  said 


CHARTEIt. 

company  may  deem  advisable;  and  such  other  evidences  of 
debt  may  be  sold  or  otherwise  disposed  of  by  said  company, 
in  raising  money  or  in  procuring  labor  and  materials  in  the 
prosecution  of  the  objects  of  such  organization,  upon  such 
terms  and  upon  such  rates  as  may  be  agreed  upon  by  the 
parties;  and  if  such  sale  or  other  disposition  of  such  obliga- 
tions or  other  evidences  of  debt  shall  be  at  a  discount,  the 
same  shall  remain  as  valid  and  binding  in  every  respect,  as 
if  sold  at  par  value. 

SEC.  3.  And  ~be  it  further  enacted,  That  all  laws  coming  in 
conflict  with  the  provisions  of  this  act  be  and  the  same  are 
hereby  repealed. 

SEC.  4.  This  act  is  hereby  declared  a  public  act,  and  to  be 

in  force  from  and  after  its  passage. 

J.  A.  LANE, 

President  of  the  Senate. 

E.  DURMONT, 
Speaker  of  the  House  of  Reps. 

[January  8th,  1851.  Returned  with  the  objections  of  the 
Governor,  and  passed,  his  objections  to  the  contrary  notwith- 
standing. 

FRANK  EMERSON,  See.  Sen.-] 

[January  8th,  1851,  passed,  the  objections  of  the  Governor 
to  the  contrary  nothwithstanding. 

WM.  R.  BOWES,  Clerk  H.  E. 
STATE  OF  INDIANA,  TO  wrr : 

I,  Charles  H.  Test,  Secretary  of  State 

for  the  State  of  Indiana,  do  certify  the  foregoing  to  be  a  true, 
full  and  complete  copy  of  the  above  recited  act,  as  appears 
from  the  enrollment  on  file  at  my  office. 

In  witness  whereof  I  have  hereunto  set  my  hand 
[L.  s.]]        and  affixed  the  seal  of  the  State,  at  Indianapo- 
lis, this  9th  day  of  January,  A.  D.  1851. 
CHARLES  H.  TEST, 

Secretary  of  State. 


CHARTER.  73 

AN    ACT 

Authorising  Bail  Rood  Com/ponies  to  change  their  names. 
[APPROVED,  FEBRUARY  22, 1853.] 

WHEREAS,  Charters  have  heretofore  been  granted  for  the  con- 
struction of  rail  roads  between  certain  localities,  and 
amendments  authorizing  extensions  thereto,  have  subse- 
quently been  passed,  in  consequence  of  which  the  names 
originally  given  to  the  companies  do  not  indicate  the  loca- 
tion, course  or  termination^  their  roads  : 
AND  WHEREAS,  It  is  desirable  that  the  name  of  a  rail  road 
should  afford  sime  information  as  to  its  location  :  there- 
fore, 

Be  it  enacted  ty  the  General  Assembly  of  the  State  of  Indi-  May  change 
ana:  SECTION  1.     Rail  road  companies  desiring  so  to  do,  may  resolutlon- 
change  their  names  by  resolution  of  their  boards  of  directors 
duly  entered  upon  their  records,  and  in  so  doing  may  adopt 
such  name  as  may  be  agreed  upon  by  said  board:  Provided,  proviso. 
however,  that  nothing  herein  contained  shall  authorize  the 
New  Albany  and  Salem  Rail  Road  Company  to  change  their 
corporate  name,  until  said  company  shall  have  constructed 
that  portion  of  their  road  which  has  been  surveyed,  and  loca- 
ted north  of  Lafayette,  and  between  Michigan  city  and  the  Il- 
linois State  line. 

SEC.  2.    It  shall  be  the  duty  of  said  board  to  cause  a  copy  Record  and 

f<t  .publication 

of  the  resolutions  changing  the  name  of  their  road  as  above  of  resolution. 
provided,  to  be  recorded  in  the  office  of  the  recorder  of  the 
several  counties  through  which  the  road  may  run,  and  also  to 
give  notice  thereof  by  publication  in  some  newspaper   of 
general  circulation  in  this  State. 

SEC.  3.    The  change  of  name  as  herein  provided  shall  not  ^mnegno°tfto 
be  construed  to  deprive  any  company  of  any  of  the  powers  paSyvoef  an™" 
and  franchises  granted  to  it  by  the  original  act  of  incorpora- 
tion or  amendments  thereto,  nor  shall  anything  herein  con- 
tained be  so  construed  as  to  prevent  any  company  changing  ^aju 

its  name  from  suing  or  being  sued  in  its  original  name  for  all  name."1 
10 


74  CHARTER. 

rights  and  liabilities  which  may  have  accrued  previous  to 
changing  its  name. 

Emergency.  SEC.  4.  It  is  "hereby  declared  that  an  emergency  exists  re- 
quiring that  this  act  shall  take  effect  immediately,  therefore 
it  shall  be  in  force  from  and  after  its  passage. 


'*m 

AN    ACT 

To  authorize  Rail  Road  Companies  to  consolidate  their  stock 
with  the,  stock  of  Rail  Road  W^^anies  in  this  or  in  an  ad- 


Companies 


joining  State,  and  to  connect  their  ^road^joith  the  roads  of 
said  companies,  and  to  autJwrize  Rail  Moad  Companies  to 
construct  their  roads  on  the  'mates  whioh  they  'may  have 
heretofore  surveyed  and  located,^and  to  use  and  occupy  the 
same  when  completed. 

[APPROVED,  FEBRUARY  23,  1853.] 

SECTION  1.  Be  it  enacted  by  the  General  Assembly  of  the 
State  of  Indiana,  That  any  rail  road  company  heretofore  or- 
Q°amconlsosii-  ganized,  under  the  general  or  special  laws  of  this  State,  shall 

date  with  .  .    . 

other  com-    have  the  power  to  intersect,  loin,  and  unite  their  rail  road 

panics  in  or  Jt  '   «          ' 

state!  the  with  any  other  rail  road  constructed  or  in  progress  of  con- 
struction in  this  State,  or  in  any  adjoining  State,  at  such  point 
on  the  State  line,  or  at  any  other  point,  as  may  be  mutually 
agreed  upon  by  said  companies  ;  and  such  rail  road  compa- 
nies are  authorized  to  merge  and  consolidate  the  stock  of  the 
respective  companies,  making  one  joint-stock  company  of  the 
two  rail  roads  thus  connected,  upon  such  terms  as  may  be  by 
them  mutually  agreed  upon,  in  accordance  with  the  laws  of 
the  adjoining  State  with  whose  road  or  roads  connections  are 

proviso.  thus  formed:  Provided,  Their  charters  authorize  said  rail 
roads  to  go  to  the  State  line,  or  to  such  point  of  intersection. 

Extension  of     SEC.  2.  That  any  rail  road  company  heretofore  organized, 

throoch       or  which  may  hereafter  be  organized  under  the  general  or 

other  States.  ' 

special  laws  of  this  State,  for  the  purpose  of  constructing  a 
rail  road  from  any  point  within  this  State  to  the  boundary 


CHARTER.  75 

line  thereof,  is  hereby  empowered  to  extend  said  rail  road 
into  or  through  any  other  State  or  States,  under  such  regula- 
tions as  may  be  prescribed  by  the  laws  of  such  State  or  States, 
into  or  through  which  said  road  may  be  so  extended,  and  the 
rights  and  privileges  of  said  company  over  said  extension,  in 
the  construction  and  use  of  said  rail  road,  for  the  benefit  of 
such  company  in  controlling  and  applying  the  assets  of  such 
company,  shall  be  the  same  as  if  their  rail  roads  had  been 
constructed  wholly  within  this  State. 

SEC.  3.  That  any  rail  rojpd^Dmpany  heretofore  organized,  co^ecuind 
or  which  may  hereafter  be  organized  under  the  general  or  rau^adiTof1 

J          f  other  States. 

special  laws  of  thjl  State,  and  which  may  have  constructed, 
or  commenced  tjie  construction  of  their  road  so  as  to  meet 
and  connect  wijR  any  other  rail  road  in  an  adjoining  State  at 
the  boundary  line  of  this  State,  shall  have  the  power  to  make 
such  contracts  and  agreements  with  any  such  road  construct- 
ed in  an  adjoining  State,  for  the  transportation  of  freight  and 
passengers,  or  for  the  use  of  its  said  road,  as  to  the  board  of 
directors  may  seem  proper. 

SEC.  4.  No  rail  road  company  incorporated  or  organized  by  ^^f^ 
special  charter,  or  under  a  general  law,  shall  incur  a  forfeiture 
of  any  of  its  corporate  privileges  by  reason  of  its  having  here- 
tofore failed  to  elect  directors  within  the  time  prescribed  by 
its  charter,  or  said  law,  or  on  account  of  a  misnomer  of  said 
company  in  any  publication  of  notice  or  for  a  failure  to  com- 
plete the  work  within  the  designated  period ;  but  all  said 
companies,  so  incorporated  as  aforesaid,  shall  have  full  power 
and  lawful  authority  to  construct  and  complete,  within  five  Power  to 

/•  i  i  •  complete 

years  herefrom,  their  roads  over  the  routes  which  they  may  w^n  flve 
have  hitherto  respectively  surveyed  and  located,  and  when- 
ever any  rail  road  company  shall  have  surveyed  and  located 
a  route  for  a  road,  and  commenced  the  construction  of  the 
same,  they  shall  have  full  right  and  authority  to  complete 
said  road,  and  to  use  and  occupy  the  same:  Provided,  That  Proviso, 
nothing  herein   contained  shall  be  construed  to  extend  to 
any  companies,  under  special  charters,  except  such  as  are  now 


76  CHARTER. 

organized  and  have  actually  constructed  some  portion  of  said 
rail  road. 

SEC.  5.  It  is  provided,  however,  and  it  is  hereby  expressly 
prohibition   declared  that  no  rail  road  company  incorprated  in  this  State> 

in  a  certain 

case.  the  terminus  of  whose  road  is  at  or  within  two  miles  of  any 
city  or  town  on  the  Ohio  river,  shall  consolidate  its  stock 
with  that  of  any  other  company  on  the  opposite  side  of  said 
river,  nor  shall  run  or  construct  its  road  along  or  across  the 
streets  of  said  town  or  city,  without  the  consent  of  the  corpo- 
rate authorities  of  said  town  or  city  being,  in  each  case,  there- 
Proviso,  unto  obtained :  Provided,  that  this  provieo*shall  not  apply  to 
or  affect,  in  any  manner  whatever,  the  rig»  or  liabilities  of 
any  company  constructing  any  road  whose  terminus  is  a  city 
or  town  situate  within  two  miles. of  the  l^e  between  this 
State  and  the  State  of  Ohio. 
Not  to  repeal  SEO.  6.  Nothing  in  this  act  shall  be  construed  to  repeal  or 

certain  act.  * 

affect,  in  any  manner  whatever,  the  provisions  of  an  act  en- 
titled "  an  act  supplemental  to  an  act  entitled  an  act  to  pro- 
vide for  the  incorporation  of  rail  road  companies,"  approved 
June  18th,  1852. 

Emergency.  gEO>  ^  "\Vhereas  an  emergency  exists  for  the  passage  of 
this  act,  the  same  shall  take  effect  and  be  in  force  from  and 
after  its  passage. 


AN  ACT 

To  provide  for  the  incorporation  of  Rail  Road  Companies. 

SEC.  1.  Be  it  enacted  ~by  the  General  Assembly  of  the  State 

of  Indiana,  That  any  number  of  persons,  not  less  than  fifteen, 

being  subscribers  to  the  stock  of  any  contemplated  rail  road, 

HOW  com-    may  be  formed  into  a  corporation  for  the  purpose  'of  con- 

panies  to  be 

organized,  structing,  owning  and  manmtaining  such  rail  road,  by  com- 
plying with  the  following  requirements :  Whenever  stock 
to  the  amount  of  at  least  fifty  thousand  dollars  or  one  thou- 
sand dollars  for  each  and  every  mile  of  the  proposed  road 


CHARTER.  77 

shall  have  been  subscribed,  the  subscribers  to  such  stock  shall 
elect  directors  for  such  company  from  their  own  number,  and 
shall  severally  subscribe  articles  of  association,  in  which  shall 
be  set  forth  the  name  of  the  corporation,  the  amount  of  the 
capital  stock  of  the  company  (which  may  be  increased  from 
time  to  time,  if  necessary,  to  a  sum  equal  to  the  actual  costs 
of  constructing  the  road,  together  with  the  cost  of  the  right 
of  way  and  motive  power,  together  with  all  other  appurtenan- 
ces and  expenses  necessary  for  the  completion  and  running 
of  such  road;)  the  number  oCshures  of  which  said  stock  shall 
consist ;  the  number  of  directors,  and  their  names,  to  manage 
the  affairs  of  theAmpany  ;  the  name  of  the  place  from  which 
and  the  place  toTwhich  the  proposed  road  is  to  be  construct- 
ed, and  each  Jounty  into  which  or  through  which  it  is  in- 
tended to  pass,  ajfd  its  IsQgth  as  near  as  may  be.  Each  sub- 
scriber to  such  articles  of  association  shall  state  his  place  of 
residence  and  the  number  of  shares  taken  by  him  in  such 
company. 

SEC.  2.  Articles  of  association  formed  in  pursuance  of  the  Articles  to  be 

*  filed  In  Secre- 

pro visions  of  the  foregoing  section  shall  be  filed  in  the  office  of  ^e°f  states 
the  Secretary  of  State,  and  thereupon  the  persons  who  shall 
have  subscribed  the  same,  and  all  persons  who  shall  from 
time  to  time  become  stockholders  in  such  company,  and  their 
successors,  shall  be  a  body  politic  and  corporate  in  perpetui- 
ty, by  the  name  stated  in  such  articles  of  association,  and 
shall  be  capable  of  suing  and  being  sued,  and  may  have  a  com- 
mon seal,  and  may  make  and  alter  the  same  at  pleasure;  and 
shall  be  capable  in  law  of  purchasing,  holding  and  conveying 
any  real  and  personal  property  whatever,  necessary  for  the 
construction  of  such  road,  and  for  the  erection  of  all  necessary 
buildings  and  yards  and  appurtenances  for  the  use  of  the  same. 
A  copy  of  any  articles  of  association  filed  in  pursuance  of 
this  act,  and  certified  to  be  a  copy  by  the  Secretary  of  State 
or  his  deputy,  shall,  in  all  courts  and  places,  be  presumptive 
evidence  of  the  incorporation  of  such  company  and  of  the  facts 
stated  therein. 


78  CHARTER. 

Books  how 

opened.  gECi  3>  "j"he  directors  named  in  the  first  section  of  this  act 

shall  open  books  for  subscription  to  the  capital  stock  of  the 
company,  at  such  times  and  in  such  places  as  a  majority  of 
^,,  them  may  direct,  due  notice  of  which  shall  be  given  ;  and  in 
case  a  greater  amount  of  stock  shall  be  subscribed  than  the 
whole  capital  required  by  such  company,  the  directors  shall 
distribute  such  capital  stock  so  subscribed  as  equally  as  pos- 
sible among  the  subscribers  :  but  no  share  thereof  shall  be 
divided  in  making  such  distribution,  nor  shall  a  greater  num- 
ber of  shares  be  allotted  to  tmv  «ne  subscriber  than  by  him 

••  _^ 

subscribed  for. 

•     ^lk 

Election  how     SEC.  4.  There  shall  be  an  annual  meetinMpf  the  stockh old- 
conducted.  .  i  .*, 

ers,  to  be  held  in  one  of  the  counties  in  -«hich  or  through 

'  ^  m 

which  such  road  is  proposed  to  be  or  may  bewonstructed,  for 

the  election  of  directors,  to  serve  ^Khe  ensuing  year  ;  notice 
of  which,  appointing  a  time  and  place,  shall  b*e  given  by  the 
directors  chosen  as  provided  in  the  first  section  of  this  act  for 
the  first  annual  election,  and  afterwards  by  their  successors  in 
office  :  which  notice  shall  be  published  not  less  than  twenty 
days  previous  thereto,  in  a  newspaper  published  in  each  coun- 
ty through  which  such  road  shall  be  intended  to  run  (if  there 
be  stockholders  residing  therein,)  in  which  a  newspaper  shall 
be  published;  and  if  no  newspaper  be  published,  then  by  six 
written  or  printed  notices  put  up  in  the  most  public  places  in 
such  county.  Three  judges  of  elections  shall  be  chosen  by 
the  board  of  directors  previous  to  any  annual  meeting  of  the 
stockholders,  who  shall  be  stockholders  but  not  directors  at 
the  time  of  such  elections,  whose  duty  it  shall  be  to  receive 
the  votes  of  the  stockholders,  at  such  elections  for  directors, 
and  who  shall  openly  count  the  votes  and  declare  the  result, 
and  shall  furnish  the  directors  elected  at  such  meeting  of  the 
stockhalders  with  a  certificate  of  their  election,  which  certifi- 
cate shall  be  evidence  of  their  authority  to  act  as  such  direct- 
ors. Not  less  than  seven  nor  more  than  thirteen  directors  shall 
be  chosen  at  such  meetings  of  stockholders,  by  ballot  and  by 
a  majority  of  the  votes  of  the  stockholders  being  present  in  per- 


CHAHTER.  79 

son  or  by  proxy;  and  every  such  stockholder  being  so  present 
at  any  election  for  directors,  shall  be  entitled  to  give  one  vote 
for  every  share  of  stock  which  he  may  have  owned  for  ten  days 
next  preceding  such  election ;  but  no  stockholder  shall  vote 
at  any  such  election  upon  any  stock  except  such  as  he  shall 
have  owned  for  ten  days.  No  person  shall  be  a  director  un- 
less he  shall  be  a  stockholder,  owning  stock  absolutely  in  his 
own  right,  and  qualified  to  vote  for  directors  at  the  election 
at  which  he  shall  be  chosen.  The  directors  shall  hold  their 
offices  for  one  year  an^Htijft  others  are  elected  in  their 

•/  _^^^ 

places. 

SEC.  5.  Meeting  of  ffie  stockholders  may  be  called  at  any  stockholderg 
time  during  fheJKterval*  between  the  annual  meetings,  by  the  Sow 
directors,  or  byithe  stockholders  owning  not  less  than  one- 
fourth  of  the  srock,  by  giving  thirty  days'  public  notice  of  the 
time  and  plac%  JF  the  uHKings,  in  the  manner  provided  in 
the  next  preceding  section  for  the  annual  meetings,  and  when 
any  such  meeting  is  called  by  the  stockholders,  the  particular 
object  of  such  meeting  shall  be  stated  in  such  notice;  and  if 
at  any  such  meeting,  thus  called,  a  majority  in  value  of  the 
stockholders  are  not  presented  in  person  or  by  proxy,  such 
meeting  shall  be  adjourned  from  day  to  day,  not  exceeding 
three  days,  without  transacting  any  business;  and  if,  within 
said  three  days,  stocholders  having  jflpajority  of  the  stock 
do  not  attend  such  meeting,  th§n  the  meeting  shall  be  dis- 
solved. 

SEC.  6.  At  a  regular  meeting  of  the  stockholders  of  any 
such  corporation,  it  shall  be  the  duty  of  the  president  and 
directors  in  office  for  the  preceding  year  to  exhibit  a  clear  Directors  to 

render  state- 

and  distinct  statement  of  the  affairs  of  the  said  company,  and  ments- 
at  any  meeting  of  the  stockholders  a  majority  of  those  pre- 
sent, in  person  or  by  proxy,  may  require  similar  statements 
from  the  directors,  whose  duty  it  shall  be  to  furnish  them 
when  thus  required  ;  and  at  all  general  meetings  of  the  stock- 
holders, a  majority  in  value  of  the  stockholders  in  such  com- 
pany may  remove  any  president  or  any  director  of  such  com- 


80  CHARTER. 

pany,  and  elect  others  in  their  stead ;  Provided,  notice  of 
such  intended  removal  shall  have  been  given  as  required  in 
the  two  last  preceding  sections, 
on  failure  in     SEC.  7.  It  case  it  shall  happen,  at  any  time,  that  an  election 

election,  rr       '  »  ' 

b£hekirv,Tti£  °f  directors  shall  not  be  made  on  the  day  designated  by  the 
by-laws  of  the  company,  when  it  ought  to  have  been  made,  the 
company,  for  that  reason,  shall  not  be  dissolved,  if,  within 
ninety  days  thereafter,  they  shall  hold  an  election  for  directors 
in  such  manner  as  shall  be  provided  by  the  by-laws  of  the 
company.  There  shall  be  agHM^ftit  of  the  company,  who 
shall  be  chosen  by  and  from  the  directors,  and  also  such  su- 
bordinate officers  as  the  company,  by  its  by-laws,  may  desig- 
nate, who  may  be  elected  or  appointed,  ancKe^uired  to  give 
such  security  for  the  faithful  performance  Itf  the  duties  of 
their  offices  as  the  company,  by  'its  by-laws,  may  require: 
Provided,  That  nothing  herein  corMRied  sh^4be  so  construed 
as  to  prevent  the  stockholders  from  removing  a  president  and 
electing  another  in  his  place  in  the  manner  .prescribed  in  the 
last  preceding  section. 

SEC.  8.  It  shall  be  lawful  for  the  directors  to  call  in  and  de- 
May  can       mand  from  the  stockholders  respectively  any  sums  of  money 

stock  ibrfei-    .  ...      .,     .  . 

ture.  by  them  subscribed,  in  such  payments  or  instalments  as  the 

directors  shall  deem  proper,  under  the  penalty  of  forfeiting 
the  shares  of  stock  subscribed  for,  and  all  previous  payments 
made  thereon,  if  payment  shall  not  be  ma^e  by  the  stock- 
holders within  thirty  days  after  personal  demand,  or  notice 
requiring  such  payment^  shall  have  been  made  in  each  coun- 
ty through  which  such  road  shall  be  laid  out,  in  which  a 
newspaper  shall  be  published:  Provided,  That  subscriptions 
shall  not  be  required  to  be  paid,  except  in  equal  instalments 
of  not  more  than  ten  per  cent,  a  month. 

May  make  SEC.  9.  The  directors  of  such  company  shall  have  power  to 
make  by-laws  for  the  management  and  disposition  of  stock, 
property  and  business  affairs  of  such  company,  not  inconsis- 
tent with  the  laws  of  this  State,  and  prescribing  the  duties  of 
officers,  artificers  and  servants  that  may  be  employed,  and  for 


CHARTER.  gj^ 

the  appointment  of  all  the  officers  for  carrying  on  all  the 
business  within  the  object  and  purposes  of  such  company. 

SEC.  10.  The  stock  of  such  company  shall  be  deemed  per-  stock  person- 
sonal  estate,  and  shall  be  transferable  in  the  manner  prescribed 
by  the  by-laws  of  the  company;  but  no  shares  shall  be 
transferable  until  all  previous  calls  thereon  shall  have  been 
fully  paid  in,  or  the  shares  shall  have  been  forfeited  for  the 
non-payment  of  calls  thereon. 

SEC.  11.  The  president  and  a  majority  of  the  directors,  with-  President 

and  directors 

in  thirty  days  after  the  'MMJMJfr0*  the  last  instalment  of  the  *°tele  certlfi" 


'M 

capital  stock  so  iixcd  and  limited  by  the  company,  shall  make 
a  certificate  ^tatjfigHl  amount  of  the  capital  stock  so  fixed 
and  paid  in,  wltfc^cef  tifit'ate  shall  be  signed  by  the  president 
and  a  majority  V  th$  directors,  and  sworn  to  by  the  president 
and  secretary;  'and  they^sMll,  within  the  said  thirty  days, 
file  and  record  jP%«same  %i  the  office  of  the  Secretary  of 
State. 

SEC.  12.  Every  such  company,  before  proceeding  to  con-  TO  me  map 
struct  a  part  of  their  road  into  or  through  any  country  named  struction- 
in  their  articles  of  association,  shall  make  a  map  and  profile 
of  the  route  intended  to  be  adopted  by  such  company,  which 
shall  be  certified  by  a  majprity  of  the  directors,  and  filed  in 
the  office  of  the  clerk  of  such  county  x  for  the  inspection  and 
examination  of  all  parties  interested  therein. 

SEC.  13.  Every  such  corporation  shall  possess  the  general 
powers,  and  be  subject  to  the  liabilities  and  restrictions  ex- 
pressed in  the  special  powers  following1',  that  is  to  say: 

First.  To  cause  such  examination  and  surveys  for  the  pro-  makeesur° 
posed  rail  road  to  be  made  as  may  be  necessary  to  the  selec-  ve 
tion  of  the  most  advantageous  route  for  the  rail  road,  and  for 
such  purposes,  by  their  officers,  agents  and  servants,  to  enter 
upon  the  lands  or  waters  of  any  person,  but  subject  to  re- 
sponsibility for  all  damages  which  they  shall  do  thereto. 


/Second.  To  receive,  hold  and  take  such  voluntary  grants  TO 

grants. 

and  donations  of  real  estate  and  other  personal  property  as 
shall  be  made  to  it}  to  aid  in  the  construction,  maintenance 
11 


32  CHARTER. 

and  accommodation  of  such  rail  road;  but  the  real  estate 
thus  received  by  voluntary  grants  shall  be  held  and  used  for 
the  purposes  of  such  grants  only. 

TO  purchase.  Third.  To  purchase,  and  by  voluntary  grants  and  dona- 
tions, ivcvivo  and  take,  and  by  it?  nfncrrs,  i-n pincers  and  sur- 
veyors and  agents,  enter  upon  and  take  possession  of,  and 
hold  and  use  all  such  lands  and  real  estate  and  other  proper- 
ty, as  "may  be  necessary  for  the  construction  and  maintenance 
of  its  rail  road  and  stations,  depots  and  other  accommoda- 
tions necessary  to  accomplidBBBIJ|ects  for  which  the  corpo- 
ration is  created ;  but  not  untiHh^rofjMjaisation  to  be  made 
therefor,  as  agreed  upon  by  the  parties,  OjMfcert^ned  as  here- 
inafter prescribed,  shall  ha^ce  been  paid  tgTffi  owner  or  own- 
ers thereof,  or  deposited  as  heMinafter'diiRjted,, unless  the 
consent  of  such  owner  be  given%  enter  ijto  possession. 

TO  take  ma-  Fourth.  To  lay  out  its  road,  not  excelling  six  rods  wide, 
and  to  construct  the  same;  and  for  the  purposes  of  cuttings, 
embankments,  and  procuring  stone  and  gravel,  may  take 
as  much  more  land,  within  the  limits  of  its  charter,  in  the 
manner  provided  hereinafter,  as  may  be  necessary  for  the 
proper  construction  and  security  of  the  road. 

TO  crossover     Fifth.  To  construct  their  road  npon  or  across  any  stream 

roads  or  ca-  . 

nais.  Of  water,  water-course^f^ad,  mghway,  rail. road  or  canal,  so 

as  not  to  interfere  with1  the  free  use  of  tfee  same,  which  the 
route  of  its  road  shall  intersect,  in  such  manner  as  to  afford 
security  for  life  and  property;  but  the  corporation  shall  re- 
store the  stream  or  watef -course,  road  or  highway  thus  in- 
tersected, to  its  former  state,  or  in  a  sufficient  manner  not  to 
have  unnecessarily  impaired  its  usefulness  or  injured  its 
franchises. 

TO  intersect       Sixth.  To  cross,  intersect,  loin  and  unite  its  rail  road  with 

other  roads. 

any  other  rail  road  before  constructed  at  any  point  on  its 
route,  and  upon  the  grounds  of  such  other  rail  road  company, 
with  the  necessary  turn-outs,  sidings  and  switches,  and  other 
conveniences,  in  furtherance  of  the  object  of  its  connections; 
and  every  company  whose  rail  road  is  or  shall  be  hereafter 


CHARTER.  83 

intersected  by  any  new  rail  road,  shall  unite  with  the  owners 
of  such  new  rail  road  in  forming  such  intersections  and  con- 
nections, and  grant  the  facilities  aforesaid;  and  if  the  two 
corporations  cannot  agree  upon  the  amount  of  compensation 
to  be  made  therefor,  or  the  points  or  manner  of  such  crossings 
and  connections,  the  same  shall  be  ascertained  and  deter- 
mined by  commissioners,  to  be  appointed  as  is  provided  here- 
inafter in  respect  to  the  taking  of  lands;  but  this  section  is 
not  to  afiect  the  rights  or  franchises  heretofore  granted. 

Seventh.  To  purchase  lands  of>  take  them ;  may  change  the  TO  change 
line  of  its  road  wh4J^er  a  majority  of  the  directors  shall  so 
determine,  as  i»Prc>vided  hereafter;  but  no  such  change  shall 
vary  the  generM  route  of  such  road. 


Eighth.  TO  taTre^,  transport,  carry  and  convey  persons  and  TO  transport 
property  on  their  rail  road,  by  the  force  and  power  of  steam,  of  Pr°Perty- 
animals,  or  any  mechanical  power,  or  by  any  combination  of         . 
them,  and  receive  tolls  or  compensation  therefor. 

Nmth.  To  erect  and  maintain  all  necessary  and  convenient  TO  how  land 

and  buildings 

buildings,  stations,  depots  and  fixtures  and  machinery,  for  necessary- 
the  accommodation  and  use  of  their  passengers,  freight  and 
business,  and  obtain  and  hold  the  lands  necessary  therefor. 

Tenth.  To  regulate  the  time  and  manner  in  which  passen-  To  repuiate 
gers  and  property  shall  be  transported,  and  the  tolls  and 
compensation  to  be  paid  therefor. 

SEC.  14.  In  case  any  company  formed  under  this  act  is  un-  May  A 
able  to  agree  for  the  purchase  of  any  real  estate  in  any  coun- 
ty, required  for  the  construction  of  the  track,  turn-outs  and 
water  stations,  it  shall  have  the  right  to  acquire  the  title  to 
the  same  in  the  manner  and  by  the  special  proceedings  pre- 
scribed in  this  act. 

SEC.  15.  Such  company  is  hereby  authorized  to  enter  upon  Process. 
any  land  for  the  purpose  of  examining  and  surveying  its 
rail  road  line,  and  may  appropriate  so  much  thereof  as  may  be 
deemed  necessary  for  its  rail  road,  including  necessary  side- 
tracks and  water  stations,  materials  for  constructing,  except 
timber,  a  right  of  way  over  adjacent  lands,  sufficient  to  enable 


84  CHARTER. 

such  company  to  construct  and  repair  its  road,  and  a  right  to 
conduct  water  by  aqueducts,  and  the  right  of  making  proper 
drains.  The  corporation  shall  forthwith  deposit  with  the 
clerk  of  the  circuit  court,  or  Bother  court  of  record  of  the 
county  where  the  land  lies,  a  description  of  the  rights  and 
interests  intended  to  be  appropriated;  and  such  lands,  righte 
and  interests  shall  belong  to  such  company,  to  use  for  the 
purpose  specified,  by  making  or  tendering  payment  as  here- 
after provided.  The  corporationmay,  by  its  directors,  pur- 
chase any  such  lands,  materials,  right  of  way,  or  interest  of 
the  owner  of  such  land ;  or,  in  cas»  ^he  same  is  owned 
by  a  person  insane  or  an  infant,  at  a  pricel§4>e  agreed  upon 
by  the  regularly  constituted  guardian  qr  parent  of  said  in- 
sane person  or  infant,  if  the  same  shall  be  appraised  by  the 
court  in  which  the  description  aforesaid  a0kall  be  filed,  and, 
•  on  such  agreement  and  approval,  the  owner,  guardian  or  pa- 
rent, as  the  case  may  be,  shall  convey  the  said  premises  so 
purchased  in  fee  simple,  or  otherwise  as  the  parties  may  agree, 
to  such  rail  road  company;  and  the  deed,  when  made,  shall 
be  deemed  valid  in  law.  If  the  corporation  shall  not  agree 
with  the  owner  of  the  land,  or  with  his  guardian,  if  the  own- 
er is  incapable  of  contracting  touching  the  damages  sustained 
by  such  appropriation,  such  corporation  shall  deliver  to  such 
owner  or  guardian,  if  with  the  county,  a  copy  of  such  instru" 
ment  of  appropriation.  If  the  owner,  or  his  guardian  in  case 
such  owner  is  incapable  of  contracting,  be  unknown  or  do 
not  reside  within  the  county,  such  corporation  shall  publish 
in  some  newspaper  of  general  circulation  in  the  county,  for 
the  term  of  three  weeks,  an  advertisement,  reciting  the  sub- 
stance of  such  instrument  of  appropriation.  Upon  fixing  such 
act  of  appropriation  and  delivery  of  such  copy,  or  making 
such  publication,  the  circuit  court  or  other  court  of  record  in 
the  county  where  the  land  lies,  or  any  judge  thereof  in  va- 
cation, upon  the  application  of  either  party,  shall  appoint  by 
warrant  three  disinterested  freeholders  of  such  county  to  ap- 
praise the  damages  which  the  owner  of  the  land  may  sustain 


CHARTER.  85 

by  such  appropriation,  such  appraisers  shall  be  duly  sworn ; 
they  shall  consider  the  injury  which  such  owner  may  sustain 
by  reason  of  such  rail  road,  and  dhall  forthwith  return  their 
assessment  of  damages  to  the  clerk  of  such  court,  setting  forth 
the  value  of  the  property  taken,  or  injury  done  to  the  proper-  -  « 
ty  which  they  assess  to  the  owner  or  owners,  separately,  to 
be  by  him  filed  and  recorded ;  and,  thereupon,  such  corpora- 
tion shall  pay  to  said  clerk  the  amount  thus  assessed,  or  ten- 
der the  same  to  the  party  in  whose  favor  the  damages  are. 
awarded  or  assessed ;  and  on  making  payment  or  tender 
thereof  in  the  manner  heroin  required,  it  shall  be  lawful  for 
such  corporatiom^  hold  the  interests  in  such  lands  or  mate- 
rials so  approprk,ted,  and  the  privilege  of  using  any  materials 
on  said  roadway  within  fifty  feet  on  each  side  of  the  centre 
of  such  roadway,  for  the  uses  aforesaid.  The  cost  of  such 
award  shall  be  paid  by  such  company;  and  on  notice  by  any 
party  interested  and  showing  said  proceedings,  the  court  may 
order  payment  thereof,  and  enforce  such  payment  by  execu- 
tion. The  award  of  said  arbitrators  may  be  reviewed  by  the 
circuit  court,  or  other  court  in  which  such  proceedings  may 
be  had,  on  written  exceptions  filed  by  either  party  in  the 
clerk's  office,  within  ten  days  after  the  filing  of  such  award, 
and  the  court  shall  take  such  order  therein  as  right  and  jus- 
tice may  require,  by  ordering  a  new  appraisement,  on  good 
cause  shown;  Provided,  That  notwithstanding  such  appeal, 
such  company  may  take  possession  of  the  property  therein 
described  as  aforesaid,  and  the  subsequent  proceedings  on  the 
appeal  shall  only  affect  the  amount  of  compensation  to  be 
allowed;  if,  prior  to  the  assessment,  the  corporation  shall 
tender  to  such  owner,  or  his  guardian  if  he  be  unable  to  con- 
tract, an  amount  equal  to  the  award  afterwards  made,  exclu- 
clusive  of  costs,  the  costs  of  arbitration  shall  be  paid  equally 
by  such  company  and  such  owner  or  guardian. 

SEC.  16.  If  there  are  adverse  or  conflicting  claimants  to  the  May  pay 

money  Into 

money,  or  any  part  of  it,  to  be  paid  as  compensation  for  the court- 
real  estate  taken,  the  court  may  direct  the  money  to  be  paid 


86  CHARTER. 

into  the  said  court  by  the  company,  or  take  security  for  the  same 
until  it  can  determine  who  is  entitled  to  the  same,  and  shall 
direct  to  whom  the  same  shall  be  paid,  and  may,  in  its  dis- 
cretion, order  a  reference  to  ascertain  the  facts  on  which  such 
determination  and  order  are  to  be  made. 

po^ntVttoT  SEC.  17.  The  court  shall  appoint  some  competent  attorney 
seentfpMat?es.  to  appear  for  and  protect  the  rights  of  any  party  in  interest 
who  is  unknown,  or  whose  residence  is  unknown,  and  who 
has  not  appeared  in  the  proceedings  by  an  attorney  or  agent. 
The  court  shall  also  have  power  at  any  time  to  amend  any 
defect  or  informality  in  any  of  the  special  proceedings  author- 
ized by  this  act  as  may  be  necessary,  or  to  ipise  new  parties  to 
be  added  and  to  direct  such  further  notices  t<^be  given  to  any 
party  in  interest  as  it  deems  proper,  and  also  to  appoint  other 
commissioners  in  the  place  of  any  who  shall  die,  or  refuse  or 
neglect,  or  are  unable  to  serve,  or  who  may  leave  or  be  absent 
from  the  State. 

on  defect,  SEC.  ^'  ^  anv  tmie  a^Qr  a11  attempt  to  acquire  title  by 
KaiseTap~  appraisal  of  damages,  or  otherwise,  if  it  shall  be  found  that 
the  title  thereby  attempted  to  be  acquired  is  defective,  the 
company  may  proceed  anew  to  acquire  or  perfect  the  same, 
in  the  same  manner  as  if  no  appraisal  had  been  made;  and  at 
any  stage  of  such  new  proceedings  the  court  may  authorize 
the  corporation,  if  in  possession,  to  continue  in  possession, 
and  if  not  in  possession,  to  take  possession  of  and  use  such 
real  estate  during  the  pendency  and  until  the  final  conclusion 
of  such  new  proceedings,  and  may  stay  all  actions  and  pro- 
ceedings against  the  company,  or  any  officer,  agent  or  work- 
man of  such  company,  on  account  thereof,  on  such  company 
paying  into  court  a  sufficient  sum,  as  the  court  may  direct, 
to  pay  the  compensation  therefor,  when  finally  ascertained; 
and  in  every  such  case  the  party  interested  in  such  real  estate 
may  conduct  the  proceedings  to  a  conclusion,  if  the  company 
delays  or  omits  to  prosecute  the  same. 
May  borrow  SEC.  19.  Such  company  may,  from  time  to  time,  borrow 

money. 

such  sums  of  money  as  they  may  deem  necessary  for  comple- 


CHARTER.  g 

ting  or  operating  their  rail  road,  and  issue  and  dispose  of  their 
bonds  for  any  amounts  so  borrowed,  for  such  sums  and  at 
such  rate  of  interest  as  is  allowed  by  the  laws  of  the  State 
where  the  contract  is  made,  and  mortgage£their  corporate 
property  and  franchises  to  secure  the  payment  of  any  debt 
contracted  by  such  company;  and  the  directors  of  the  com- 
pany may  confer  on  any  holder  of  any  bond  issued  for  money 
borrowed  as  aforesaid  the  right  to  convert  the  principal  due 
or  owing  thereon  into  stock  of  said  company,  at  any  time 
not  exceeding  fifteen  years  from  the  date  of  said  bond,  under 
such  regulations  as  the  company  may  adopt;  and  such  com-  i 
pany  may  sell  th|Lr  bonds  either  within  or  without  the  State 
at  such  rates  and  prices  as  permitted  by  law,  and  such  sales 
shall  be  as  valicPas  if  such  bonds  should  be  sold  at  par  value. 

SEC.  20.   For  the  purpose  of  providing  means  for  the  pay-  May  issue 
ment  of  its  debts,  and  for  the  construction  of  its  road,  materi- 8tock- 
als  or  equipments,  such  company  may  issue  a  preferred  stock 
to  an  amount  not  exceeding  one  half  of  the  amount  of  its  capi- 
tal, with  such  priority  over  the  remaining  stock  of  such  com- 
pany, in  the  payment  of  dividends,  as  the  directors  of  such 
company  may  determine,  and  shall  be  approved  by  a  major- 
ity of  the  stockholders. 

SEC.  21.  If  at  any  time  after  the  location  of  the  track  of  such 
road,  in  whole  or  in  part,  and  the  filing  of  the  map  thereof,  it  May  chang 

line,  filing 

shall  appear  to  the  directors  of  such  company  that  the  lmenewmap- 
thereof  may  be  improved,  such  directors  may,  from  time  to 
time,  alter  the  line,  and  cause  a  new  map  to  be  filed  in  the 
ofiice  where  the  map  showing  the  first  location  is  filed,  and 
may  thereupo'n  take  possession  of  the  lands  embraced  in  such 
new  location  that  may  be  required  for  the  construction  and 
maintenance  of  such  road  or  such  new  line,  either  by  agree- 
ment with  the  owner,  or  by  such  proceedings  as  are  authori- 
zed under  the  preceding  sections  of  this  act,  and  use  the  same 
in  place  of  the  line  for  which  the  new  is  substituted.  But 
nothing  in  this  act  shall  be  so  construed  as  to  confer  upon  any 
rail  road  company  already  incorporated  any  powers  to  locate 


QQ  CHARTER. 

<J<J 

its  road  on  any  route  which  would  not  have  been  authorized 
by  the  charters  previously  granted,  and  nothing  jn  this  act 
contained  shall  authorize  the  said  company  to  make  a  loca- 
tion of  their  track  within  any  city  without  the  consent  of  the 
Common  Council  of  said  city,  nor  shall  the  company  have 
power  so  to  change  their  road  as  to  avoid  any  point  named 
in  their  articles  of  association, 
crossings  of  gE0.  £2.  Whenever  the  track  of  such  rail  road  shall  cross  a 

other  roads. 

road  or  highway,  such  road  or  highway  maybe  carried  under 
or  over  the  track,  as  may  be  most  expedient;  and  in  cases 
where  an  embankment  or  cutting  shall  make  a  change  in  the 
line  of  such  road  or  highway  desirable,  witii  a  view  to  a  more 
easy  ascent  or  descent,  the  said  company  may  take  such  ad- 
ditional lands  for  the  construction  of  such  rt>ad  or  highway, 
or  such  new  line,  as  may  be  deemed  requisite  by  said  direct- 
ors. Unless  the  lands  so  taken  shall  be  purchased  or  voluntari- 
ly given  for  the  purposes  aforesaid,  compensation  therefor 
shall  be  ascertained  in  the  manner  in  this  act  provided,  as 
nearly  as  may  be,  and  duly  made  by  such  corporation  to  the 
owners  and  persons  interested  in  such  lands;  and  the  same, 
when  soxtaken  and  compensation  made,  to  become  part  of 
such  intersecting  road  or  highway,  in  such  manner  and  by 
such  terms  as  the  adjacent  parts  of  such  highway  may  beheld 
for  highway  purposes. 
Pnbic  Lands  SEC.  23.  If  any  corporation  shall,  for  its  purposes  aforesaid, 

tow  acquired  J  * 

require  any  land  belonging  to  the  State,  or  to  any  county  or 
town,  the  General  Assembly,  and  the  county  and  town  officers 
respectively,  having  charge  of  such  lands,  may  grant  such 
lands  to  such  corporation,  upon  such  terms  as  shall  be  agreed 
upon;  and  if  they  shall  not  agree,  the  same  may  be  taken  by 
the  corporation  in  the  same  manner  as  provided  in  other 
cases.  ~No  rail  road  shall  be  located  upon  or  across  the 
grounds  of  the  State  occupied  by  the  institutions  of  the  Insane, 
JBlind,  or  Deaf  and  Dumb, 
conductors  SEC.  24.  Every  conductor,  baggage  master,  engineer,  brake- 

and  others  to  1          ...  1  . 

wear  badges,  man,  or  other  servant  of  any  such  rail  road  corporation,  em- 


CHARTER.  gQ 

ployed  in  a  passenger  train,  or  at  stations  for  passengers,  shall 
wear  upon  his  hat  or  cap  a  badge,  which  shall  indicate  his 
office  and  the  initial  letters  of  the  style  of  the  corporation  by 
which  he  is  employed.  ~No  collector  or  conductor,  without 
such  badge,  shall  demand  or  be  entitled  to  receive  from  any 
passenger  any  fare,  toll  or  ticket,  or  exercise  any  of  the  pow- 
ers of  his  office;  and  no  other  of  said  officers  or  servants, 
without  such  badge,  shall  have  any  authority  to  meddle  or 
interfere  with  any  passenger  or  property. 

SEC.  25.  Every  such  corporation  shall  make   an   annual  snaii  make 

annual  re- 
report  to  the  Secretary  of  State,  of  the  operations  ol  the  year  g^^tl00- 

ending  on  the  first  day  of  January,  which  report  shall  be 
verified  by  the  oaths  of  the  treasurer  and  acting  superintend- 
ent of  operations,  and  filed  in  his  office  by  the  tenth  day  of 
January  in  each  year,  and  shall  state: 

first.  The  capital  stock,  and  the  amount  actually  paid  in.  what  to  con- 

Second.  The  amount  expended  for  the  purchase  of  lands  for 
the  construction  of  the  road,  for  buildings,  and  for  engines 
and  cars,  respectively. 

T/iird.  The  amount  and  nature  of  its  indebtedness,  and  the 
amounts  due  the  corporation. 

Fourth.  The  amount  received  for  the.  transportation  of  pas- 
sengers, of  property,  of  mails,  and  from  other  sources. 

Fifth.  The  amount  of  freight,  specifying  the  quantity  in 
tons,  of  the  products  of  the  forest,  of  animals,  of  vegetable 
food,  other  agricultural  products,  manufactures,  merchandise, 
and  other  articles. 

Sixth.  The  amount  paid  for  repairs,  engines,  cars,  buildings 
and  salaries. 

Seventh.  The  number  and  amount  of  dividends,  and  when 
paid. 

Eighth.  The  number  of  engine  houses  and  shops,  of  engines 
and  cars,  and  their  character. 

Ninth.  The  number  of  miles  run  by  passenger,  freight  and 

other  trains  respectively. 
12 


g0  CHARTER. 

SEC.  26.  This  State  shall  have  a  lien  upon  all  rail  roads  of 

State  lien. 

such  corporations,  and  their  appurtenances  and  stock  therein, 
for  all  penalties,  taxes  and  dues  which  may  accrue  to  the  State 
from  such  corporations,  which  lien  of  the  State  shall  have 
precedence  of  all  demands,  judgments  'or  decrees  against 
such  corporations  ;  and  the  citizens  of  this  State  shall  have  a 
lien  upon  all  personal  property  of  said  corporations,  to  the 
amount  of  one  hundred  dollars  for  all  debts  originally  con- 
tracted within  this  State,  which  after  the  said  lien  of  the  State, 
shall  take  precedence  of  all  other  debts,  demands,  judgments 
or  decrees,  liens  or  mortgages  against  such  corporations. 

SEC.  27.  Any  such  corporation  shall,  when  applied  to  by 
awn  convey  the  Postmaster  General,  convey  the  maim  of  the  United 
States  on  their  road;  and  in  case  such  corporation  shall  not 
agree  to  the  rates  of  transportation  thereof,  and  as  to  time, 
rate  of  speed,  manner  and  conditions  of  carrying  the  same, 
the  Governor  of  this  State  may  appoint  three  commissioners, 
who,  or  a  majority  of  them,  after  fifteen  days'  notice  in  writ- 
ing of  the  time  and  place  of  meeting  to  the  corporation,  shall 
determine  and  fix  the  prices,  time  and  conditions  aforesaid; 
but  such  prices  shall  not  be  less,  for  conveying  said  mails  in 
the  regular  passenger  trains,  than  the  amount  which  said 
corporation  would  receive  as  freight  on  a  like  weight  of  mer- 
chandise transported  in  their  merchandise  trains,  and  a  fair 
compensation  for  the  post  office  car.  And  in  case  the  Post- 
master General  shall  require  the  mail  to  be  carried  at  other 
hours,  and  at  a  higher  speed  than  the  passenger  trains  are  run, 
at,  the  corporation  shall  furnish  an  extra  train  for  the  mail 
and  be  allowed  an  extra  compensation  therefor, 
passenger  SEC.  28.  If  any  passenger  shall  refuse  to  pay  his  fare  or 

not  paying. 

toll,  the  conductor  of  the  train  and  the  servants  of  the  cor- 
poration may  put  him  out  of  the  cars  at  any  usual  stopping 
place. 

SEC.  29.  Every  such  corporation  shall  start  and  run  their 

m?eJoMbeie  Car8  for  the  transportation  of  persons  and  property  at  regular 

times,  to  be  fixed  by  public  notice,  and  shall  furnish  sufficient 


CHARTER.  91 

accommodation  for  the  transportation  of  all  such  passengers 
and  property  as  shall,  within  a  reasonable  time  previous  there- 
to, offer  or  be  offered  for  transportation  at  the  place  of  starting, 
and  the  junctions  of  other  rail  roads,  and  at  siding  and  stop- 
ping places  established  for  receiving  and  discharging  way 
passengers  and  freight,  and  shall  take,  transport  and  dis- 
charge such  passengers  and  property  at,  from  and  to  such 
places,  on  the  due  payment  of  tolls,  freight  or  fare  therefor. 

SEC.  30.  In  case  of  the  refusal,  by  such  corporation  or  their  j^1^ for 
agents,  so  to  take  and  transport  any  passenger  or  property, 
or  to  deliver  the  same  at  the  regular  or  appointed  place,  such 
corporation  shall  pay  to  the  party  aggrieved  all  damages 
which  shall  be  sustained  thereby,  with  the  costs  of  suit. 

SEC.  31.  In  forming  a  passenger  train,  baggage  or  freight  Tralns  how 
or  merchandise  or  lumber  cars  shall  not  be  placed  in  rear  of  OI 
passenger  cars ;   and  if  they,  or  any  of  them,  shall  be  so 
placed,  and  any  accident  shall  happen  to  life  or  limb,  the 
officer  or  agent  who  so  directed  or  knowingly  suffered  such 
arrangement,  and  the  conductor  or  engineer  of  the  train,  shall 
each  and  all  be  held  guilty  of  intentionally  causing  the  injury, 
and  be  punished  accordingly. 

SEC.  32.  In  case  any  passenger  on  any  rail  road  shall  be  ^^  not 
injured  on  the  platform  of  a  car,  or  on  any  baggage,  wood  or  injury.01 
freight  car,  in  violation  of  the  printed  regulations  of  the  com- 
pany, posted  up  at  the  time  in  a  conspicuous  place  inside  of 
its  passenger  cars,  then  in  the  train,  such  company  shall  not 
be  liable  for  the  injury:  Provided,  said  company  at  the  time 
furnished  room  inside  its  passenger  cars  sufficient  for  the 
proper  accommodation  of  its  passengers. 

SEC.  33.  Every  corporation  shall,  within  a  reasonable  time  Map  and  cer- 

J  tlflcate  to  be 

after  their  road  shall  be  located,  cause  to  be  made: 

First.  A  map  and  profile  thereof,  and  of  the  land  taken 
and  obtained  for  the  use  thereof,  and  file  the  same  in  the 
office  of  the  Secretary  of  State;  and  also  like  maps  of  the 
parts  thereof  located  in  different  counties,  and  file  the  same 


92  CHARTER. 

in  the  office  of  the  clerk  of  the  county  in  which  said  parts  of 
said  road  shall  be,  there  to  remain  as  of  record  forever. 

Second.  A  certificate  specifiying  the  line  upon  which  it  is 
proposed  to  construct  the  rail  road,  and  the  grades  and 
curves. 

m°enc?ins  SEC.  34:.  If  any  such  corporation  shall  not,  within  three 
years  of  its  incorporation,  begin  the  construction  of  its  road, 
and  expend  thereon  five  per  centum  on  the  amount  of  its 
capital,  and  furnish  the  road  and  put  it  in  full  operation  in 
ten  years  thereafter,  its  act  of  incorporation  shall  become 

void. 

• 

May  increaie  SEC.  35.  Kail  road  companies  may  increase  the  amount  of 
their  capital  stock,  by  filing  in  the  office  of  the  Secretary  of 
State  a  certificate,  stating  the  amount  of  such  desired  in- 
crease, and  the  reasons  or  necessity  for  the  same,  signed  by 
the  president  and  a  majority  of  the  directors,  and  attested  by 
the  secretary  and  seal  of  such  company. 

Roads  may  SEC.  36.  All  existing  rail  road  companies  may  acquire  all 
or tws  act.  of  the  powers  or  benefits  conferred  by  this  act,  by  filing  an 
acceptance  thereof  in  the  office  of  the  Secretary  of  State, 
properly  attested  as  the  corporate  act  of  such  company,  and 
the  acceptance  of  any  part  of  this  act  shall  be  deemed  and 
taken  to  be  an  acceptance  of  the  whole  act,  and  a  surrender 
of  the  act  under  which  such  company  may  be  organized ; 
thereupon,  such  company  shall  possess  such  powers,  so  ac- 
cepted, and  be  subject  to  the  obligations  and  restrictions 
herein  specified,  as  fully  as  they  would  have  had  and  been  if 
organized  under  this  act. 

Act  may  be       SEC.  37.  This  act  may  be  amended  or  repealed  at  the  dis- 

repealed  at 

discretion.     cretion  of  the  legislature. 

stockholders      SEC,  38.  The  stockholders  shall  be  individually  liable  for 

liable  for  la- 

l>or-  all  labor  done  in  the  construction  of  said  road,  that  shall  re- 


CHARTEE.  93 

main  unpaid  after  the  assets  of  the  corporation  shall  have 

been  exhausted. 

WM.  II.  ENGLISH, 

Speaker  of  the  House  of  Representatives. 
JAMES  II.  LANE, 

President  of  the  Senate. 
Approved  May  11, 1852. 

JOSEPH  A.  WEIGHT. 

STATE  OF  INDIANA,  TO  WIT: 

I,  Charles  H.  Test,  Secretary  of  State  for  the  State 
aforesaid,  certify  that  the  foregoing  is  a  true, 
full  and  complete  copy  of  an  enrolled  act  now 
[L.  s.]  on  file  in  my  office.  In  witness  whereof  I 
have  hereunto  set  my  hand  and  affixed  the  seal 
of  State,  at  Indianapolis,  this  eighth  day  of 
June,  in  the  year  of  our  Lord  one  thousand 
eight  hundred  and  fifty-two. 

CHAKLES  H.  TEST, 

Secretary  of  State. 


LAW   OF 

CONSOLIDATION  IN  INDIANA. 


AN  ACT 

To  authorize  rail  road  companies  to  consolidate  their  stock  with 
tlie  stock  of  rail  road  companies  m  this  or  in  an  adjoining 
State,  and  to  connect  their  roads  with  the  roads  of  said  com- 
panies, and  to  authorize  rail  road  companies  to  construct 
their  roads  on  the  routes  which  they  may  have  heretofore 
surveyed  and  located,  and  to  use  and  occupy  the  same  when 

completed. 

[APPROVED,  FEBKUAEY  23, 1853.] 

SECTION  1.  Be  it  enacted  ly  the  General  Assembly  of  the  May  Cconsoii- 
IState  of  Indiana,  That  any  rail  road  company  heretofore  or-  otherroad*.! , 
ganized  under  the  general  or  special  laws  of  this  State  shall 


94  CHARTER. 

have  the  power  to  intersect,  join  and  unite  their  rail  road 
with  any  other  rail  road  constructed  or  in  progress  of  con- 
struction in  this  State  or  in  any  adjoining  State,  at  such  point 
on  the  State  line  or  at  any  other  point  as  may  be  mutually 
agreed  upon  by  said  companies;  and  such  rail  road  compa- 
nies are  authorized  to  merge  and  consolidate  the  stock  of  the 
respective  companies,  making  one  joint  stock  company  of 
the  two  rail  roads  thus  connected,  upon  such  terms  as  may 
be  by  them  mutually  agreed  upon,  in  accordance  with  the 
laws  of  the  adjoining  State  with  whose  road  or  roads  connec- 
tions are  thus  formed:  Provided,  their  charters  authorize  said 
rail  roads  to  go  to  the  State  line,  or  to  such  point  of  intersec- 
tion. 

SEC.  2.  That  any  rail  road  company  heretofore  organized  or 
rold  in1oend  which  may  hereafter  be  organized,  under  the  general  or  special 
statL  laws  of  this  State  for  the  purpose  of  constructing  a  rail  road 
from  any  point  within  this  State  to  the  boundary  line  thereof,  is 
hereby  empowered  to  extend  said  rail  road  into  or  through 
any  other  State  or  States,  under  such  regulations  as  may  be 
prescribed  by  the  laws  of  such  State  or  States  into  or  through 
which  said  roads  may  be  so  extended ;  and  the  rights  and 
privileges  of  said  company  over  said  extension,  in  the  con- 
struction and  use  of  said  railroads  for  the  benefit  of  such  com- 
pany in  controlling  and  applying  the  assets  of  such  company, 
shall  be  the  same  as  if  their  rail  roads  had  been  constructed 
wholly  within  this  State. 

SEC.  3.  That  any  rail  road  company  heretofore  organized, 
wiath  o'tSe?0*  or  which  may  hereafter  be  organized  under  the  general  or 
special  laws  of  this  State,  and  which  may  have  constructed 
or  commenced  the  construction  of  their  road  so  as  to  meet 
and  connect  with  any  other  rail  road  in  an  adjoining  State 
at  the  boundary  line  of  this  State,  shall  have  the  power  to 
make  such  contracts  and  agreements  with  any  such  road  con- 
structed in  an  adjoining  State  for  the  transportation  of  freight 
and  passengers,  or  for  the  use  of  its  said  road,  as  to  the  board 
of  directors  may  seem  proper. 


CHARTER.  95 

SEC.  4.  No  rail  road  company  incorporated  or  organized  2S5MST 

,   -,  in-  i»         ture>  how- 

by  special  charter  or  under  a  general  law,  snail  incur  a  for- 
feiture of  any  of  its  corporate  privileges  by  reason  of  its 
having  heretofore  failed  to  elect  directors  within  the  time 
prescribed  by  its  charter  or  said  law,  or  on  account  of  a  mis- 
nomer of  said  company  in  any  publication  of  notice,  or  for 
a  failure  to  complete  the  work  within  a  designated  period ; 
but  all  said  companies  so  incorporated  as  aforesaid  shall  have 
full  power  and  lawful  authority  to  construct  and  complete 
within  five  years  herefrom  their  roads  over  the  routes  which 
they  may  have  hitherto  respectively  surveyed  and  located, 
and  whenever  any  rail  road  company  shall  have  survey- 
ed and  located  a  route  for  a  road,  and  commenced  the 
construction  of  the  same;  they  shall  have  full  right  and  au- 
thority to  complete  said  road  and  to  use  and  occupy  the 
same:  Provided,  That  nothing  herein  contained  shall  be  con- 
strued to  extend  to  any  companies  under  special  charters, 
except  such  as  are  now  organized  and  have  actually  con- 
structed some  portion  of  said  rail  road. 

SEC.  5.  It  is  provided,  however,  and  it  is  hereby  expressly  limitation 

•    onOhioriYet 

declared,  that  no  rail  road  company  incorporated  in  this 
State,  the  terminus  of  whose  road  is  at  or  within  two  miles 
of  any  city  or  town  on  the  Ohio  river,  shall  consolidate  its 
stock  with  that  of  any  other  company  on  the  opposite  side 
of  said  river,  nor  shall  run  or  construct  its  road  along  or 
across  the  streets  of  said  town  or  city,  without  the  consent  of 
the  corporate  authorities  of  said  town  or  city  being  in  each 
case  thereunto  obtained :  Provided,  That  this  proviso  shall 
not  apply  to  or  affect  in  any  manner  whatever  the  rights  or 
liabilities  of  any  company  constructing  any  road  whose  ter- 
minus is  a  city  or  town  situate  within  two  miles  of  the  line 
between  this  State  and  the  State  of  Ohio. 

SEC.  6.  Nothing  in  this  act  shall  be  construed  to  repeal  or 
affect  in  any  manner  whatever  the  provisions  of  an  act  en- 
titled "  an  act  supplemental  to  an  act  entitled  '  an  act  to  pro- 


96  CHARTER. 

vide  for  the  incorporation  of  rail  road  companies,' "  approved 
June  18th,  1852. 

SEC.  7.  Whereas  an  emergency  exists  for  the  passage  of 
this  act,  the  same  shall  take  effect  and  be  in  force  from  and 
after  its  passage. 


AN    ACT 

To  explain  an  act  entitled  "An  Act  authorizing  rail  road  com- 
panies to  consolidate  their  stock  with  the  stock  of  rail  road 
companies  in  this  or  an  adjoining  State,  and  to  connect 
their  roads  with  roads  of  said  companies,  and  to  authorize 
rail  road  companies  to  consti*uct  their  roads  on  the  routes 
which  they  may  have  heretofore  surveyed  and  located,  and 
to  use  and  occupy  the  same  when  completed"  Approved 
February  23, 1853. 

[ APPROVED  MARCH  4,  1853.] 

Rrst  section     SECTION  1.  Be  it  enacted  Jni  the  General  Assembly  of  the 

of  previous  '  *    V 

act  explained  ^a^  ^  Indiana,  That  the  provisions  of  the  first  section  of 
the  act  above  recited  were  intended  to  apply  to  rail  roads 
hereafter  organized,  as  well  as  to  those  heretofore  organized ; 
and  it  shall  and  may  be  lawful  for  rail  road  companies  here- 
after organized  under  the  laws  of  this  or  any  adjoining  State, 
as  well  as  those  heretofore  organized  to  consolidate  and  make 
their  stock  joint  stock  with  any  other  rail  road  company  here- 
tofore or  hereafter  organized  as  aforesaid,  on  the  terms  and 
conditions,  and  subject  to  all  the  restrictions  as  stated  in  said 
act. 

SEC.  2.  Whereas  an  emergency  exists  for  the  passage 
of  this  act,  the  same  shall  take  effect  and  be  in  force  from 
and  after  its  passage. 


CHARTER.  9 

AN    ACT 

To  construct  a  Plank  Road  from  Oswego,  in  Kendall  County, 
to  tlie  Indiana  Line,  by  the  way  of  Joliet,  Will  Co. 

SECTION  1.  Be  it  enacted  by  the  people  of  the  State  of  Illi- 
nois, represented  in  the  General  Assembly :  That  all  such  per- 
sons as  shall  become  stockholders  agreeably  to  the  provisions 
of  this  act,  in  the  corporation  hereby  created,  shall  be  and  Corporat[0n 
continue  to  be  a  body  corporate  and  politic,  under  the  name cr< 
of  the  "  Oswego  and  Indiana  Plank  Road  Company,"  and  by 
that  name  shall  have  succession  forever,  may  sue  and  be  sued, 
complain  and  defend  in  any  court  of  law  or  equity  in  this 
State,  may  make  and  use  a  common  seal,  alter  the  same  at 
pleasure,  may  make  by-laws,  rules  and  regulations  for  the  ap- 
pointment of  officers  and  their  number,  and  for  the  transfer 
of  its  stock,  for  the  management  of  its  property,  and  for  any 
purpose  for  the  better  regulating  and  controlling  said  com- 
pany, not  inconsistent  with  the  laws  and  constitutions  of  the 
United  States  or  this  State;  may  appoint  subordinate  officers, 
and  require  of  them  and  their  agents  such  security  as  may 
be  deemed  necessary,  under  the  said  restrictions,  to  carry 
out  and  sustain  said  corporation  in  the  exercise  of  its  powers. 

SEC.  2.  Said  corporation  shall  have  power  and  the  right  to  powers  and 

11..  .  .         .  11    route. 

construct,  and  during  its  continuance,  to  maintain  a  plank 
road  of  such  width  as  may  be  deemed  advisable  by  the  di- 
rectors of  said  company,  and  upon  the  usual  and  best  mode 
of  constructing  the  same,  with  such  appendages  as  may  be 
deemed  necessary  for  the  convenient  use  of  the  same,  from 
Oswego,  in  Kendall  County,  by  the  best  and  most  direct  route 
by  way  of  Plainfield  and  Joliet,  in  Will  County,  to  such 
point  on  the  line  of  the  State  of  Indiana  as  shall  be  determined 
by  the  directors  of  said  company  as  most  favorable  to  the  in- 
terests of  the  same,  with  the  right  to  construct  branch  roads 
from  such  proper  and  convenient  points,  as  in  the  judg- 
ment of  the  said  directors  shall  best  promote  the  interests  of 
said  company. 

13 


gg  CHARTER. 

capital  stock  gEa  3.  The  capital  of  said  company  shall  be  one  hundred 
thousand  dollars,  which  shall  be  considered  personal  property, 
and  divided  into  shares  of  one  hundred  dollars  each. 

SEC.  4.  That  John  "W.  Chapman,  George  "W.  Bradly,  Gavion 
D.  A.  Parks,  Uri  Osgood,  and  Hamilton  D.  Risley,  or  a  ma- 
jority of  them,  shall  be  commissioners  for  receiving  such  sub- 
scriptions to  the  capital  stock  of  said  company,  who  shall,  by 
notices  in  a  public  newspaper  or  papers  in  "Will  County,  and 
also  by  affixing  notices  in  three  of  the  most  [public]  places  on 


the  line  of  said  road,  and  also  three  notices  in  the  town  of 
Oswego,  and  three  in  the  town  of  Lockport,  setting  forth  when 
and  where  the  books  will  be  opened  for  receiving  subscription 
to  the  capital  stock  of  said  'corporation,  at  least  thirty  days 
before  the  opening  of  said  books.  The  books  shall  be  opened 
at  least  one  day  in  Joliet,  one  day  in  Lockport,  one  day  in 
Plainfield,  and  one  day  in  Oswego,  as  shall  be  designated  by 
said  notices. 

HOW  organ-  SEC.  ^'  ^e  8a^  commissioners  may  solicit  and  receive 
subscriptions  from  time  to  time  at  their  pleasure,  after  open- 
ing said  books  at  their  different  places  designated,  until  they 
shall  have  subscriptions  of  shares  of  said  stock  to  the  amount 
of  twenty  thousand  dollars.  "When  this  amount  shall  be  sub- 
scribed, the  said  commissioners  shall  notify  the  said  subscri- 
bers, by  a  written  or  printed  notice  left  at  the  place  of 
residence  of  each  subscriber,  setting  forth  that  the  amount  of 
twenty  thousand  dollars  of  the  stock  of  said  company  has 
been  subscribed,  and  that  he  is  notified  to  attend  (at  a  day 
and  place  fixed  in  said  notice  at  least  thirty  days  from  the 
time  of  giving  said  notice)  to  elect  five  directors  by  a  majori- 
ty of  subscribers,  to  be  styled  a  board  of  directors  to  manage 
the  affairs  of  the  Oswego  and  Indiana  Plank  Road  Com- 
pany, a  majority  of  whom  shall  form  a  quorum  to  do  busi- 
ness. 

SEC.  6.  When  any  subscription  to  the  capital  stock  of  said 

Subscrlp- 

uoMhow  '  company  is  made,  it  shall  be  the  duty  of  the  said  commissioners 
receiving  the  same,  to  have  printed  blank  notes  in  readiness 


CHARTER.  99 

for  subscribers  to  said  stock  to  sign;  which  said  notes  shall 
read  as  follows,  "I,  A.  B.,  (as  the  case  may  be)  in  considera- 
tion of  the  effort  now  making  to  construct  a  plank  road  from 
Oswego,  Kendall  county,  to  the  Indiana  State  line,  by  way  of 

Joliet,  do  hereby  agree  to  pay  the  sum  of to  the 

treasurer  of  the  Oswego  and  Indiana  Plank  Road  Company; 
ten  per  cent,  of  which  I  agree  to  pay  forty  days  after  there 
has  been  twenty  thousand  dollars  of  the  capital  stock  of  said 
Oswego  and  Indiana  Plank  Road  Company  subscribed,  and 
thereafter  ten  per  cent,  of  the  whole  sum  above  mentioned, 
each  three  months,  until  the  amount  is  fully  paid.  In  default 
of  any  of  the  above  payments,  after  I  have  become  notified 
of  such  payment  having  become  due,  as  above,  the  treasurer 
of  said  company  is  hereby  authorized  and  empowered  to  con- 
fess a  judgment  for  me  and  in  my  name,  and  in  any  court 
having  jurisdiction,  which  may  and  shall  be  as  effectual  and 
as  good  in  law  against  me  and  my  property  as  if  I  confessed 
the  same  in  my  own  proper  person. 
Given  under  my  hand  and  seal,  this  day  of  A.D.,  184  • 

[L.S.»] 

SEC.  7.  In  all  cases  where  there  is  a  default  in  the  payment  Judgt  on 
of  stock  notes  as  above,  the  affidavit  of  the  treasurer  of  said  no 
company  that  the  pay  was  due  according  to  the  provisions  of 
such  stock  note  presented  for  judgment,  shall  be  sufficient 
evidence  to  allow  the  confession  of  judgment  on  said  note 
against  the  maker  thereof. 

SEC.  8.  Immediately  after  the  election  of  directors  and  the  Coms.tode. 
organization  of  said  board,  the  commissioners  shall  deliver  to  *c?tom<iirea. 

ore. 

said  directors  or  their  treasurer  the  whole  amount  of  money 
and  notes  received  by  them  on  subscription  to  said  stock. 
SEC.  9.  The  said  corporation  is  authorized,  as  soon  as  the  May  erect 

Rates. 

board  of  directors  are  elected  as  aforesaid,  to  commence  the 
construction  of  said  road,  and  as  soon  as  any  three  miles  of 
said  road  are  completed,  said  corporation  may  erect  gates 
thereon,  and  collect  the  tolls  allowed  by  this  act.  And  it 
shall  be  the  duty  of  the  said  corporation,  when  said  road  shall 


100  CHARTER. 

have  been  completed  and  gates  erected  thereon,  to  keep  it  in 
good  order  and  repair,  and  whenever  the  said  road,  from  any 
cause,  shall  have  been  injured,  the  said  corporation  shall  im- 
mediately proceed  to  repair  the  same.  The  said  corporation 
shall  have  power  to  borrow  money  at  a  rate  not  to  exceed 
May  borrow  twelve  per  cent,  per  annum,  for  any  time  to  snit  the  conveni- 

riioney  at  12  r 

percent.      ence  of  said  company. 

May  fix  toils.  SEC.  10.  The  said  corporation  shall  have  power  to  fix  and 
regulate  the  toll  to  be  charged  and  paid  for  traveling  and 
passing  on  said  road;  the  rates  so  fixed  shall  be  printed  and 
posted  up  at  each  toll-gate,  and  it  shall  be  lawful  for  any  toll 
gatherer  to  stop  and  detain  any  person  going  on  said  road 
until  the  toll  properly  chargeable  shall  have  been  paid;  and 
and  the  tolls  collectable  from  those  passing  along  a  portion  of 
the  line  of  said  road,  less  than  half  the  length  of  said  road, 
shall  be  charged  only  half  the  regular  toll,  as  fixed  by  said 
company  and  posted  up  in  said  toll-gate  houses. 

MHO  posts,        SEC.  11.  There  shall  be  mile  posts  erected  on  said  road,  and 

penalty  for  * 

injuring  road  jf  anv  person  ghall  cut  down,  deface,  tear  up,  or  in  any  other 
way  injure  said  mile  posts,  or  injure  the  road  by  any  means 
whatever,  except  by  natural  wear,  he  or  she  so  injuring  said 
road  shall  pay  to  said  company  three  times  the  cost  of  such 
injury,  to  be  collected  before  any  court  having  jurisdiction. 

May  con-          SEC.  12.  The  said  corporation  is  hereby  authorized  to  locate 

demn  land. 

and  construct  said  plank  road  over  any  lands  owned  by  this 
State,  free  of  charge  or  by  individuals  on  the  route  of  said 
road;  Provided,  said  company  shall  not  take  land  to  exceed 
eighty  feet  in  width  on  said  route,  and  is  authorized  to  ac- 
quire by  voluntary  cession  or  purchase,  from  the  owners,  the 
right  to  construct  said  road  over  the  land  of  any  individual, 
or  corporation  or  company  on  said  route;  and  in  case  said 
company  cannot  obtain  the  right  to  construct  said  road  over 
the  lands  owned  by  individals,  or  company  or  corporation, 
by  voluntary  cession  or  purchase,  it  shall  be  lawful  for  said 
company  to  appropriate  and  use  so  much  of  said  land  as 


CHARTER. 

shall  be  necessary  for  the  proper  construction  of  said  road, 
on  complying  with  the  following  conditions: 

SEC.  13.  The  directors  of  said  road  may  present  a  petition  *«**«. 
to  the  judge  of  any  court  of  record  in  any  county  in  which 
such  lands  may  be,  to  wjrich  such  corporation  is  unable  to 
acquire  title  as  aforesaid,  setting  forth,  by  some  proper  de- 
scription, the  land  wanted  for  the  construction  of  said  road, 
and  the  appendages  thereto,  and  the  names  of  the  owners 
thereof,  if  known,  distinguishing  with  convenience,  if  it  can 
be  done,  the  parcels  claimed  in  generality  by  the  respective 
owners,  and  praying  for  the  appointment  of  appraisers  to 
assess  the  damage  the  owners  of  said  land  will  generally  sus- 
tain by  reason  of  the  appropriation  thereof  by  the  said  cor- 
poration for  the  use  aforesaid. 

SEC.  14.  The  said  judge,  on  receiving  the  said  petition  from  process 
the  directors  of  said  corporation,  shall  proceed  to  appoint 
three  discreet,  disinterested  freeholders,  who  shall  be  sworn 
by  said  judge  to  take  into  consideration  all  the  advantages 
and  disadvantages  of  said  land  sought  to  be  crossed  by  the 
said  road,  and  if  the  advantages  are  considered  to  be  equal 
to  the  disadvantages,  there  shall  be  nothing  allowed,  but  if 
it  shall  be  considered  that  the  disadvantages  of  said  road  are 
greater  than  the  advantages,  then  the  said  appraisers  shall 
make  such  reasonable  award  of  damages  as  they  may  think 
the  owner  thereof  has  sustained. 

SEC.  15.  That  when  the  appraisers  aforesaid  have  made 
a  full  and  entire  appraisement  of  such  lands  petitioned  process, 
to  be  appraised,  they  shall,  within  ten  days,  make  a  full  re- 
port of  such  appraisement  to  the  judge  of  said  court,  who,  on 
receiving  the  same,  shall  make  a  decree  that  a  judgment  shall 
be  entered  of  record  by  the  clerk  of  said  court  against  said 
company,  for  the  benefit  and  in  favor  of  those  to  whom  dam- 
ages are  awarded,  and  when  such  judgment  shall  be  fully 
paid  by  said  company,  they  shall  have  all  the  rights  and  priv- 
ileges that  they  could  have,  had  the  right  of  way  been  ceded 
to  the  company;  and  also,  the  said  judge  shall  decree  that 


102  CHARTER. 

all  such  lands  as  were  not  considered  by  said  appraisers  to 
be  damaged  by  said  road  passing  through,  to  be  free  to  said 
company. 
cierk's  cer-       SEC.  16.  The  clerk  of  said  court,  on  entering  up  the  de- 

tiflcate. 

crees  of  said  court  as  aforesaid,  shall  make  out  a  full  certifi- 
cate under  the  seal  of  the  court,  setting  forth  the  fact  that  the 
said  company  have,  under  the  decree  of  said  court,  obtained 
the  full  right  of  way,  mentioning  fully  the  right  of  way 
granted. 

IKr  "t  12  SEC.  17.  Whenever  the  said  company  have  more  means  on 
hand  than  they  need  for  immediate  use,  they  may  loan  the 
same  to  individuals  on  real  estate,  pledge  of  property,  or 
personal  security:  Provided,  the  said  company  shall  not 
charge  more  than  twelve  per  cent,  per  annum  upon  such 
loan. 

May  con-          SEC.  18.  Should  the  said  commissioners  mentioned  in  this 

struct  rail 

act  fail  to  obtain  subscriptions  to  the  full  amount  of  the  capi- 
tal stock  of  said  company,  those  persons  who  do  subscribe 
may  pay  their  money  in,  and  at  any  time  they  may  agree, 
proceed  to  elect  directors  of  said  company,  and  also  to  do  all 
things  necessary  to  carry  every  section  of  this  act  into  oper- 
ation. Said  company  may  construct  a  rail  road  in  place  of 
a  plank  road  on  the  whole  line  of  said  road  or  any  part 
tEereof,  if  they  wish  so  to  do,  under  the  provisions  of  this  act. 
Association  SEC.  l^.  Any  five  persons  in  the  State  of  Illinois  may  or- 
ganize  under  the  provisions  of  this  act,  so  far  as  the  same 


would  be  applicable,  and  build  or  construct  a  plank  road  from 
Elgin,  in  Kane  county,  on  the  most  eligible  route  in  Kane 
county;  and  also,  any  other  five  persons  may  organize  under 
the  provisions  of  this  act,  and  build  a  plank  road  from  Bata- 
via,  Kane  county,  to  intersect  the  plank  road  from  Elgin, 
Kane  county,  to  Chicago,  (this  law,  so  far  as  can  be  applica- 
ble, shall  apply  to  this  road;  either  of  said  roads  having  the 
right  to  continue  to  Chicago,  in  case  the  other  is  not  built,) 
on  the  most  eligible  route.  The  same  rules  for  acquiring 
right  of  way,  and  all  provisions  of  this  act,  so  far  as  applica- 


CHARTER. 

ble,  in  reference  to  organization,  government,  and  every  other 
matter  or  thing,  shall  apply  to  and  govern  the  company  un- 
der this  section.  This  act  also  to  have  full  force  in  reference 
to  all  its  funds  in  all  respects.  Those  persons  who  organize  un- 
der this  act  to  build  the  said  road,  shall  have  all  the  benefits 
arising  under  the  above,  the  same  as  if  this  act  had  been 
made  purposely  for  the  construction  of  this  road. 

SEC.  20.  This  act  shall  be  a  public  act,  and  all  courts  of 
law  or  equity,  and  also  the  legislature  and  executive  officers  of 
this  State  shall  liberally  construe  the  same. 

SEC.  21.  That  John  Gray,  Joseph  Filkins,  Thomas  Rich-  XT 

J  '  r  N.  Western 

mond,  and  their  associates,  to  whom  was  granted  by  the  cJ,acoMt£d 

tuted. 

county  commissioners'  court  of  Cook  county,  a  license  to 
construct  a  plank  road  from  the  city  of  Chicago  to  Oak 
Ridge,  and  from  thence  to  "Wheeling,  and  to  the  north  line  of 
said  county,  be,  and  they  are  hereby  constituted  a  body  cor- 
porate and  politic,  under  the  name  and  style  of  the  "  North- 
Western  Plank  Road  Company,"  and  by  that  name  shall  have 
perpetual  succession,  and  the  right  to  sue  and  be  sued,  to- 
gether with  all  other  rights  and  ordinary  powers  of  a  corpo- 
rate body. 
SEC.  22.  That  the  said  North-Western  Plank  Road  Com-  Their  powers 

Ac. 

pany  shall  have,  possess  and  enjoy,  and  be  subject  to  all  the 
powers,  privileges,  rights  and  duties  contained  in  sections 
four,  seven,  eight,  nine,  ten,  eleven,  twelve,  thirteen,  fourteen, 
fifteen,  sixteen,  seventeen,  eighteen  and  nineteen,  of  the  act 
passed  at  the  present  session  of  the  General  Assembly,  enti- 
tled "  an  act  to  incorporate  the  Chicago  South-Western  Plank 
Road  Company,"  and  in  addition  thereto,  shall  have  the  right 
to  take  and  use  for  the  purposes  of  constructing  said  road, 
any  road  or  public  highway  along  the  line  of  the  contem- 
plated plank  road,  upon  obtaining  the  order  of  the  county 
commissioners'  court  of  said  county,  to  be  entered  of  record, 
consenting  to  the  appropriation  of  such  road  or  highway; 
which  said  order  shall  be  made  by  said  court  upon  petition 
of  three-fourths  of  the  owners  of  the  land  lying  along  or  con- 


104  CHARTER. 

tiguous  to  said  high  way;  which  order,  when  obtained  in  the 
manner  aforesaid,  shall  vest  the  right  to  use  said  highway 
for  the  purposes  of  said  plank  road,  as  f  fully  and  completely 
as  though  said  corporation  had  obtained  the  same  by  grant. 

SEC.  23.  This  act  shall  take  effect  from  and  after  its  pas- 
sage. 

Approved  February  12th,  1849. 


AN    ACT 

To  enable  rail  road  companies  and  plank  road  companies  to 
consolidate  tJieir  stock. 

SECTION  1.  Be  it  enacted  by  the  People  of  the  State  of  Illi- 
nois, represented  in  the  General  Assembly,  That  all  rail  road 
companies  and  plank  road  companies  now  organized  and  here- 
after to  be  organized,  which  now  have  or  hereafter  may  have 
their  termini  fixed  by  law,  whenever  their  said  road  or  roads 
intersect  by  continuous  lines,  be,  and  the  same  are  hereby 
May  consoii-  authorized  and  empowered  to  consolidate  their  property  and 

date  with  *       r        J 

of°stete0.r  out  stock  with  each  other,  and  to  consolidate  with  companies  out 
of  this  State  whenever  their  lines  connect  with  the  lines  of 
such  companies  out  of  this  State. 

SEC.  2.  Such  consolidation  may  take  place  whenever  the 

May  adopt  said  companies  shall  respectively  agree  upon  the  terms  and 
conditions  of  the  same.  And  the  said  companies,  when  so 
consolidated,  shall  be  authorized  to  agree  upon  the  name  or 
names  of  such  consolidated  company,  and  by  such  name  or 
names  the  said  consolidated  company  shall  be  a  body  corpo- 
rate and  politic,  shall  have  a  common  seal  or  seals,  and  by 
such  name  or  names  shall  be  respectively  contracted  with 
and  make  contracts,  shall  sue  and  be  sued,  implead  and  be 
impleaded  with,  and  shall  have  all  the  powers,  franchises  and 
immunities  which  the  said  respective  companies  shall  have 
by  virtue  of  their  respective  charters,  before  such  consolida- 
tion passed,  within  the  State  of  Illinois:  Provided,  That  each 


consolldate- 


CHARTER.  105 

consolidated  company  shall  file  for  record  in  the  office  of  the 
Secretary  of  State  a  copy  of  their  said  Articles  of  Consolida- 
tion, evidenced  by  the  signature  of  the  presiding  officer  of 
each  of  the  said  companies,  and  the  corporate  seal  thereof. 

SEC.  3.  The  corporation  or  corporations  formed  by  virtue  of  May  increase 

*  capital. 

the  provisions  of  this  act,  shall  have  power  to  increase  their 
capital  Atock  to  any  amount  required,  by  resolution  of  their 
respective  boards  of  directors,  not  exceeding  the  amount  of 
the  cost  of  the  roads  and  works  constructed  and  equipped  by 
them:  to  borrow  money  and  fix  the  rate  of  interest  therefor:  M«y  borrow 

money. 

to  issue  bonds,  and  the  same  to  sell  at  such  price  as  they  may 
deem  expedient,  such  sales  being  hereby  authorized  and  con- 
firmed; and  to  make  any  other  contracts  authorized  by  the 
by-laws  of  the  said  corporation  or  corporations,  within  the 
purview  of  their  said  charters. 

SEC.  4.  Such  corporation  or  corporations  when  so  formed  shall  £0an8£H2f1Je<1 
have  the  same  power  to  consolidate  with  other  companies 
when  their  lines  connect,  upon  such  terms  as  may  be  agreed 
upon  by  them  respectively. 

SEC.  5.  No  company  in  this  State  shall  be  authorized,  under 
the  provisions  of  this  act,  to  consolidate  with  any  company  st 
beyond  the  limits  of  the  State,  until  the  termini  of  such  com- 
pany in  this  State  shall  first  have  been  fixed  by  the  laws  of 
this  State  at  the  boundary  line  thereof. 

SEC.  6.  This  act  shall  not  be  so  costrued  as  to  authorize  any  conditions  of 

J   consolidation 

plank  road  not  having  power  to  build  a  rail  road,  to  consoli- 
date with  any  rail  road  so  as  to  lay  a  rail  road  upon  any 
plank  road  track,  until  the  termini  of  such  rail  road  shall  have 
been  expressly  fixed  by  law,  nor  shall  any  plank  road  so  con- 
solidate with  any  rail  road,  unless  authorized  by  law  to  lay  a 
rail  road  track. 
SEC.  7.  All  proceedings  for  the  purpose  of  consolidation  as  Must  be  ai>. 

r       r  proved  by 

above  provided,  shall  be  fixed  and  regulated  by  the  by-laws 
of  the  respective  companies  desiring  such  consolidation: 
Provided,  That  such  consolidation  shall  not  take  place  until 

the  terms  of  such  consolidation  shall  have  been  approved  by 
14 


106  CHAKTER. 

a  majority  of  the  stockholders  in  interest,  in  person  or  by 
proxy,  at  an  annual  or  called  meeting,  of  which  due  notice 
shall  be  given  by  publication  or  in  writing  to  all  stock- 
holders interested,  or  the  same  may  be  approved  by  the  writ- 
ten consent  of  a  majority  of  stockholders  in  interest  filed  in 
the  office  of  their  company. 

SEC.  8  When  it  shall  be  necessary  for  the  construction  of 
a°nd"  any  rail  road,  to  cross  the  track  of  any  other  rail  road,  stream 

,  .  . 

of  water,  water-course,  road  or  highway,  which  it  may  inter- 
sect or  cross  by  reason  of  such  extension  into  or  through  any 
adjoining  State,  or  by  reason  of  its  consolidation  with  any 
other  road  or  roads,  company  or  companies,  as  provided  in 
this  act,  it  shall  be  lawful  for  said  company  to  construct  their 
road  across  or  over  the  same  by  such  track  or  tracks,  bridge 
or  bridges,  viaduct  or  viaducts,  as  may  be  necessary  to  the 
convenience  of  the  extension  or  consolidation  of  said  road ; 
Provided,  said  company  shall  restore  the  rail  road,  stream 
of  water,  water-course,  road  or  highway  thus  intersected  or 
crossed,  to  its  former  state,  or  in  a  sufficient  manner  not  ma- 
terially to  interfere  with  its  usefulness. 

SEC.  9.  This  act  shall  take  effect  from  and  after  its  passage. 

JOHN  REYNOLDS, 
Speaker  of  the  House  of  Representatives. 
G.  KCERNER, 

Speaker  of  the,  Senate. 
Approved  Feb.  28th,  1854. 

J.  A.  MATTESON. 

UNITED  STATES  OF  AMERICA, ) 

STATE  OF  ILLINOIS.  \  S8' 

I,  Alexander  Starne,  Secretary  of  State  in  and  for  the  State 
of  Illinois,  do  certify  that  the  foregoing  is  a  true  and  correct 
copy  of  an  enrolled  law  now  on  file  in  my  office. 

In  testimony  whereof  I  have  hereunto  set  my  hand 
[L.S.]        and  affixed  the  seal  of  State,  this  28th  day  of  Feb- 
ruary, A.  D.  1854. 

ALEXANDER  STARNE, 

Secretary  of  State. 


CHARTER.  107 

AN    ACT 
To  authorize  Hie  construction  and  use  of  the  Rail  Road  of 

the  Union  Rail  Road  Company. 

SECTION  1.  Be  it  enacted  by  the  People  of  the  State  of^^™** to 
Illinois,  represented  in  the  General  Assembly, .  That  the ral1  road- 
Union  Rail  Road  Company  be  and  is  hereby  authorized  to 
maintain  and  use  or  construct  and  build  a  rail  road,  at  and 
from  the  point  on  the  Indiana  line,  in  Cook  county,  where 
the  New  Albany  and  Salem  Rail  Road  terminates,  thence  in  a 
westerly  and  north-westerly  direction,  until  it  intersects  a  rail 
road  now  built  southerly  from  Chicago,  with  which  it  is  now 
connecting  at  the  point  now  known  as  the  Junction;  and  the 
road  above  mentioned  is  hereby  declared  to  be  of  sufficient 
public  utility  to  justify  the  taking  of  private  property  for  the 
construction  of  and  maintaining  the  same,  and  the  acts  done 
by  said  company  are  hereby  legalized,  and  the  said  Union 
Rail  Road  Company  is  authorized  to  make  such  contracts  May  contract 

.  with  other 

and   agreements  for  the  transpoi  cation  or  passengers  and  roads, 
freight,  and  for  the  construction,  maintenance  or  use  of  its 
said  rail  road  with  any  road  of  which  it  may  be  an  extension, 
as  to  the  board  of  directors  may  seem  proper. 

SEC.  2.  The  said  company  shall  have  power,  and  is  hereby  May  extend 
authorized,  to  extend  its  said  road  to  the  city  of  Chicago, 
whenever  it  shall  be  deemed  expedient  so  to  do,  and  for  that 
purpose  enjoy  and  use  all  the  powers  conferred  by  the  pre- 
ceding section. 

SEC.  3.  The  said  company  shall  be,  and  is  hereby  author- 
ized  and  empowered,  to  acquire  within  or  in  the  vicinity  of  the  Ac 
city  of  Chicago,  and  to  hold,  use  and  occupy  such  lands  as 
it  may  acquire  by  purchase,  for  the  purpose  of  constructing 
such  depots,  machine  shops  and  other  proper  fixtures  and 
buildings  as  may  be  requisite  or  necessary  for  the  accommo- 
dation and  transaction  of  the  business  which  may  pass  over 
the  road  of  the  said  company,  and  for  this  purpose,  and  for 
the  purpose  of  extending  the  said  road  to  said  city  of  Chica- 
go, the  stock  of  said  company  may  be  increased  to  such  an 
extent  as  may  be  necessary  to  cover  the  costs  thereof. 

Approved  June  22d,  1852. 


